MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion of our financial condition and results of operations should be read together with the rest of this document, including the information included under “Note on Presentation,” “Item 4. Information on the Company” and the Consolidated Financial Statements included elsewhere in this document. This discussion includes forward-looking statements and involves numerous risks and uncertainties, including, but not limited to, those described under “Cautionary Note Regarding Forward-Looking Statements” and “Item 3.D. Risk Factors.” Actual results may differ materially from those contained in any forward looking statements. A.Operating Results Overview The Ermenegildo Zegna Group is a global luxury player, with a leading position in the high-end menswear business, internationally recognized for its unique supply chain, the Filiera, made up of some of the finest Italian textile producers, fully integrated with the Group’s unique luxury manufacturing capabilities. Legacy, Italian craftsmanship, quality and innovation are the key ingredients of its three complementary brands: ZEGNA, Thom Browne and TOM FORD FASHION. Through them, the Group’s reach expands to touch different communities, from the absolute iconic luxury, with its eponymous brand ZEGNA, to modern tailoring, with Thom Browne, to seductive luxury, with TOM FORD FASHION. Through its brands, the Group designs, produces, markets and distributes luxury menswear, footwear, leather goods and other accessories, luxury womenswear (under the Thom Browne and TOM FORD FASHION brands) and children’s clothing (under the Thom Browne brand). The three brands also have selected third-party license agreements for specific product categories. Thanks to its Filiera, the Group covers the entire value chain from the production of the finest raw materials - under the brands Lanificio Ermenegildo Zegna, Dondi, Bonotto, Tessitura di Novara, Tessitura Ubertino, as well as the minority-owned Filati Biagioli Modesto and Luigi Fedeli & Figlio - to the finished products realized in its luxury manufacturing facilities. The Group operates in three segments: (i) the Zegna segment (comprising three product lines: ZEGNA brand, Textile and Other, which mainly relates to supply agreements with third-party fashion brands, as well as with Thom Browne and TOM FORD FASHION), (ii) the Thom Browne segment, and (iii) the Tom Ford Fashion segment. The Group primarily operates through its direct-to-consumer (“DTC”) distribution channel, which includes a well-established worldwide network of 471 Directly Operated Stores (DOSs) at December 31, 2025, comprised of 282 ZEGNA, 123 Thom Browne and 66 TOM FORD FASHION stores (461 DOSs at December 31, 2024, of which 281 ZEGNA, 116 Thom Browne and 64 TOM FORD FASHION). The Group’s DTC network includes boutiques, department store concessions and outlets, as well as directly managed online stores. In addition to the DTC channel, the Group distributes its products worldwide through the wholesale channel, which includes monobrand stores and multibrand points of sale managed by third parties, such as department stores, specialty stores and online e-tailers. Taking into account both the DTC and the wholesale distribution channels, the Group is present in over 80 countries worldwide. The Group’s revenues, profit, Adjusted EBIT and Adjusted Profit for the years 2025, 2024 and 2023 are presented below. For additional information relating to Adjusted EBIT and Adjusted Profit, which are non-IFRS financial measures, see “—Non-IFRS Financial Measures.” For the years ended December 31, (€ thousands) 2025 2024 2023 Revenues 1,916,947 1,946,647 1,904,549 Profit 109,487 90,861 135,661 Adjusted EBIT 162,960 184,020 220,212 Adjusted Profit 129,642 97,776 145,235 47 Trends, Uncertainties and Opportunities General economic conditions, macro events and international tourism Demand for the Group’s products is discretionary and closely linked to general economic conditions, consumer confidence and disposable income. In addition, a significant portion of the Group’s revenues is generated by customers who purchase products while traveling, making international tourism and travel patterns an important driver of demand for the Group’s products. As a result, changes in macroeconomic conditions and travel activity have influenced, and may continue to influence, the Group’s sales performance. Recent macroeconomic uncertainty, together with geopolitical developments and other disruptive events, has affected consumer behavior and international travel patterns in certain markets. Such developments have influenced, and could continue to influence, discretionary spending and demand for the Group’s products, with potential effects on the Group’s business, results of operations, financial position and cash flows. Inflationary pressures experienced in recent years led to higher costs across the Group’s operations (primarily in 2023), including in relation to energy, raw materials, logistics, labor and outsourced production. In response, the Group implemented mitigating actions, including selective pricing initiatives and operational efficiency measures, which partially offset cost increases. While inflation moderated in 2024 and declined further in 2025, cost levels remain above pre‑COVID‑19 pandemic levels. A renewed increase in inflationary pressures could adversely affect the Group’s margins if such costs cannot be effectively mitigated or passed on to customers. In addition, interest rates influence financing conditions and, indirectly, consumer spending behavior. Although policy interest rates have decreased in 2024 and 2025 compared to previous levels, ongoing market volatility and tighter financial conditions could continue to affect demand for discretionary luxury products. Increased focus on the DTC distribution channel The strengthening of the Group’s DTC distribution channel is and will remain a key pillar of our growth strategy across all of our brands. Each brand’s DOS network plays a central role in successfully executing clienteling strategies and delivering a distinctive and personalized client experience. During the period from 2023 to 2025, we continued to develop our well-balanced international DTC network, increasing the number of DOSs from 390 at December 31, 2023 to 471 DOSs at December 31, 2025, reflecting increases across all brands over that period. The following table presents the Group’s DOS network by segment and geography at December 31, 2025, 2024 and 2023. At December 31, 2025 2024 2023 # stores ZEGNA Thom Browne TOM FORD FASHION Group ZEGNA Thom Browne TOM FORD FASHION Group ZEGNA Thom Browne TOM FORD FASHION Group EMEA 79 10 12 101 76 9 11 96 71 9 4 84 Americas 76 35 14 125 72 28 13 113 59 7 12 78 Greater China Region 74 36 12 122 78 40 12 130 79 33 10 122 Rest of APAC 53 42 28 123 55 39 28 122 44 37 25 106 Total Direct to Customer (DTC) 282 123 66 471 281 116 64 461 253 86 51 390 48 The expansion of the DTC store network was primarily driven by: •the addition of the TOM FORD FASHION network of stores following the completion of the TFI Acquisition in April 2023; •the opening of selected new stores (see also “—Capital Expenditure”), and •the conversion of wholesale stores to DOSs, including: ◦for the ZEGNA brand: ▪the conversion of the Saks Fifth Avenue store in New York in the first half of 2023; ▪the conversion, effective from January 1, 2024, of 16 stores following the acquisition of the ZEGNA business in South Korea; ▪the conversion in 2024 of 9 Harry Rosen stores in Canada, and ▪the conversion, effective from December 7, 2025, of 2 stores following the acquisition of the ZEGNA business in Qatar; ◦for the Thom Browne brand: ▪the conversion of the Saks Fifth Avenue store in New York in the first half of 2024; ▪the conversion in the second half of 2023 of 17 stores following the acquisition of the Thom Browne business in South Korea, and ▪the conversion in 2024 of 13 Nordstrom stores in the United States and 6 Holt Renfrew stores in Canada, the majority of which are significantly smaller than the average store size in the brand’s DTC network; ◦for the TOM FORD FASHION brand: ▪the conversion of the store in Puerto Banus (Spain) in the first half of 2025, Harrods in London (men) and Saks Fifth Avenue in New York (women) in the second half of 2024, and Saks Fifth Avenue New York (men) in the second half of 2023. The Group’s focus on the DTC channel and the expansion of the DTC store network have resulted in a higher proportion of DTC sales compared to wholesale sales over the period from 2023 to 2025. As a percentage of revenues from branded products (which include DTC and wholesale), DTC sales increased from 73.4% in 2023 to 77.6% in 2024 and 82.0% in 2025. This shift in sales mix, together with other factors, contributed to an increase in gross profit as a percentage of revenues from 64.3% in 2023 to 66.6% in 2024 and 67.5% in 2025, reflecting the structurally higher gross margins generated by the DTC channel compared to wholesale. However, despite higher gross margins, the DTC channel generally entails a higher level of fixed costs than the wholesale channel. In addition, new stores typically require a start-up period of up to three years from opening before reaching expected levels of revenues and profitability, during which time they may operate at profit margins below those of the Group’s existing store base. Furthermore, the increased focus on the DTC channel has required significant capital investments in property, plant and equipment, primarily related to new store openings, as well as increased payments for lease liabilities for our stores. We also made outflows to acquire the ZEGNA and Thom Browne businesses in South Korea in 2024 and 2023, respectively, and the subsequent conversion of stores from wholesale to DTC. When wholesale stores are converted to DTC, the Group may also repurchase inventory from the wholesaler, resulting in buyback obligations and additional costs in the current or preceding period. Additionally, during the period from 2023 to 2025, the Group incurred significant operating costs and capital expenditures to: •support the expansion of the DTC store network and continue to invest in customer experience and brand connectivity; •reinforce retail and clienteling operations; •develop talent and organizational capabilities; •continuously renovate and remodel stores to enhance the customer experience, and •information technology and customer relationship management tools. 49 As a result, these factors contributed to continued pressure on the Group’s operating profit and operating profit margin in 2024 and 2025 compared to 2023, however we believe that these investments are essential to strengthening our brands, deepening direct relationships with customers and supporting sustainable long‑term growth. For additional information on certain risks relating to the DTC channel, see “Risk Factors—Risk factors relating to the Group’s business, strategy and operations—We are subject to certain risks related to the sale of our products through our DTC channel and in particular our directly operated stores.” Acquisitions and investments in other companies In addition to the organic growth of our operations, our growth strategy may, from time to time, include strategic acquisitions and investments designed to strengthen our vertical integration and expand into new market segments and/or product categories. The economic and financial outcomes of any such transactions may present uncertainties. See “Item 3.D—Risk Factors—Risk factors relating to the Group’s business, strategy and operations—We are exposed to risks relating to recent and potential future acquisitions.” The following paragraphs describe acquisitions and investments in other companies made by the Group for the years ended December 31, 2025, 2024 and 2023. For additional information relating to acquisitions and investments in entities accounted for using the equity method, see Note 39 — Business combinations and Note 17 — Investments accounted for using the equity method to the Consolidated Financial Statements included elsewhere in this annual report on Form 20-F. TFI Acquisition On April 28, 2023, the Group completed the TFI Acquisition, through which it acquired TFI, the company that owns and operates the TOM FORD FASHION business, as part of a transaction in which sole ownership of the TOM FORD brand, its trademarks, and other intellectual property rights were acquired by ELC and TFI has become a long-term licensee of ELC for all TOM FORD men’s and women’s fashion as well as accessories and underwear, fine jewelry, childrenswear, textile, and home design products, by virtue of a long-term licensing and collaboration agreement with ELC for 20 years with an automatic renewal for one further 10 year period subject to certain minimum performance conditions. The Group is in charge of the end-to-end TOM FORD FASHION business, from collection creation and development to production and merchandising, as well as retail and wholesale distribution. TOM FORD FASHION, under the Group, operates a network of 66 directly operated stores globally at December 31, 2025 (64 directly operated stores at December 31, 2024 and 51 at December 31, 2023). The TOM FORD FASHION business has been identified as one of the Group’s three operating and reportable segments. Before the completion of the TFI Acquisition, the Group already owned 15% of TFI, through its wholly owned subsidiary EZ US Holding Inc., and, through the TFI Acquisition it acquired the remaining 85% equity interest. The transaction implied a value for the acquired 85% stake of TFI of $150 million, on a cash-free and debt-free basis and assuming a normalized working capital. No contingent consideration arrangements were agreed as part of the transaction. As a result of the TFI Acquisition, the Group also obtained 100% of Tizeta S.r.l. (“Tizeta”), of which it previously held a 50% interest. Tizeta, which was previously accounted for using the equity method, is consolidated by the Group following the closing of the TFI Acquisition. Other acquisitions and investments in entities accounted for using the equity method On December 7, 2025, the Group acquired the ZEGNA business in Qatar, including its network of two ZEGNA retail stores that were converted from wholesale to DTC stores after previously being managed under franchising arrangements. The business is held through Zegna Doha Trading W.L.L., a newly incorporated entity in which the Group holds a 70% interest, with the remaining 30% held by the local partner, which continues to provide operational support in the region. The purchase consideration was €1.1 million and is expected to be paid in the first half of 2026. On December 3, 2025, the Group acquired an additional 7.5% interest in Canadian technical trail-running shoe company Norda Run Inc. (“Norda Run”) for total consideration of €4.0 million, bringing its total interest in Norda Run to 32.5%. The Group previously acquired an initial 25% interest in Norda Run in March 2023 for consideration of €6.6 million. The luxury outdoor space continues to be an area of focus for the Group, and Norda Run, which produces high-performing all-weather footwear, aligns with the Group’s values of creating the distinguished products from high-quality materials. 50 On January 1, 2024, the Group acquired a 100% interest in Ermenegildo Zegna Korea Co. Ltd for purchase consideration of €11,510 thousand (including cash consideration of €8,970 thousand and €2,540 thousand through the settlement of pre-existing intercompany balances), following which the Group began directly operating its ZEGNA business in South Korea and its network of 16 ZEGNA retail stores, which were converted to direct-to-consumer points of sale after previously being managed under franchising arrangements. On September 5, 2023, Ermenegildo Zegna Group and Prada Group completed the acquisition of a 30% interest in Luigi Fedeli e Figlio S.r.l., the world-renowned maker of fine Italian knitwear and yarns, with each group acquiring 15% of the company. The Group paid consideration of €4.7 million for 15% of the company. On July 1, 2023, the Group acquired the Thom Browne business in South Korea and began directly operating the Thom Browne business in South Korea, with its network of 17 stores. The business is owned through Thom Browne Korea Ltd., a newly formed and wholly owned subsidiary, and is operated with external support from the former franchise partner. The Group paid original cash consideration of €7,991 thousand and subsequently paid additional deferred cash consideration in four tranches: two tranches in January and July 2024 of €4,881 thousand and €4,699 thousand, respectively, and two tranches in January and July 2025 of €4,673 thousand and €4,413 thousand, respectively. Transaction costs of €33 thousand and €6,001 thousand recognized in 2024 and 2023, respectively, primarily for consultancy and legal fees relating to the TFI Acquisition, were presented as an adjusting item in the calculation of Adjusted EBIT, Adjusted EBITDA, Adjusted Profit, Adjusted Basic Earnings per Share and Adjusted Diluted Earnings per Share. See also “—Non-IFRS Financial Measures.” Fluctuations in the price of raw materials The Group requires high quality raw materials for its products, primarily fibers and yarns of wool, silk, cotton, linen, cashmere and related fabrics, as well as leather and certain rare raw materials such as vicuña yarns. The Group’s cost of sales and profitability are affected by fluctuations in the price of these and other raw materials, which may be driven by a number of factors, including natural events such as adverse weather conditions and livestock diseases, inflationary pressures, and trade restrictions, tariffs or similar government measures that may affect the cost of importing or exporting raw materials. The market price of merino wool, one of our key raw materials, is often volatile and subject to significant fluctuations. The Group seeks to mitigate the risk of raw material price increases, including for wool, through procurement policies that generally spread purchases over time and in advance of production requirements in order to average purchase costs. These policies are intended to reduce the impact of short-term price volatility, but do not fully eliminate variability in raw materials costs. Fluctuations in exchange rates A significant portion of the Group’s operations is conducted in international markets outside the Eurozone, where revenues and expenses are denominated in currencies other than the Euro, which is the Group’s functional currency. The Group’s main non-Euro currencies are the U.S. Dollar and the Chinese Renminbi, together with various other local currencies. Revenues generated in currencies other than the Euro represented 72%, 71% and 68% of the Group’s total revenues in 2025, 2024 and 2023, respectively (see the table below for revenues by currency of origin). While revenues are primarily denominated in local currencies, a significant portion of the Group’s cost base is denominated in Euro, mainly relating to production activities and corporate headquarters and related functions. As a result, the Group is exposed to fluctuations in foreign exchange rates through (i) the translation of financial statements of subsidiaries with functional currencies other than the Euro into Euro for consolidation purposes (translation impact) and (ii) transactions conducted by Group entities in currencies other than their functional currencies (transaction impact). In general, a depreciation of the U.S. Dollar and the Chinese Renminbi, or other currencies in which the Group operates against the Euro would have a negative impact on the Group’s revenues and results of operations, while an appreciation of those currencies against the Euro would have a positive impact. Due to certain liabilities denominated in U.S. Dollars, primarily the financial liability relating to the written put option on non‑controlling interests in the Thom Browne group, a depreciation of the U.S. Dollar against the Euro may also have a positive effect on the Group’s profit, reflecting impacts recognized within financial income and expenses below operating profit. 51 The following table presents the Group’s revenues by currency of origin for the years ended December 31, 2025, 2024 and 2023. For the years ended December 31, 2025 2024 2023 (€ thousands, except percentages) Revenues % of Revenues Revenues % of Revenues Revenues % of Revenues Euro 534,734 27.9 % 570,343 29.3 % 612,394 32.2 % U.S. Dollar 490,386 25.6 % 460,606 23.7 % 391,654 20.6 % Chinese Renminbi 352,260 18.4 % 404,272 20.8 % 474,987 24.9 % United Arab Emirates Dirham 91,844 4.8 % 78,325 4.0 % 62,493 3.3 % Japanese Yen 88,539 4.6 % 88,793 4.6 % 80,096 4.2 % Pound Sterling 75,455 3.9 % 71,400 3.7 % 62,649 3.3 % South Korean Won 66,427 3.5 % 70,833 3.6 % 30,751 1.6 % Hong Kong Dollar 37,573 2.0 % 45,201 2.3 % 44,184 2.3 % Other currencies 179,729 9.4 % 156,874 8.1 % 145,341 7.6 % Total revenues 1,916,947 100.0 % 1,946,647 100.0 % 1,904,549 100.0 % Exchange rates for the main foreign currencies used by the Group compared to the Euro are presented below. 2025 2024 2023 At December 31 Average At December 31 Average At December 31 Average U.S. Dollar 1.175 1.130 1.039 1.082 1.105 1.081 Chinese Renminbi 8.226 8.119 7.583 7.787 7.851 7.660 United Arab Emirates Dirham 4.315 4.150 3.815 3.975 4.058 3.971 Japanese Yen 184.090 169.043 163.060 163.852 156.330 151.990 Pound Sterling 0.873 0.857 0.829 0.847 0.869 0.870 South Korean Won 1,696.940 1,605.452 1,532.150 1,475.404 1,433.660 1,412.880 Hong Kong Dollar 9.146 8.810 8.069 8.445 8.631 8.465 Swiss Franc 0.931 0.937 0.941 0.953 0.926 0.972 The Group seeks to mitigate its exposure to foreign exchange risk primarily through the use of derivative instruments, generally forward contracts for the net sale of foreign currencies, in order to fix exchange rates in advance or define a predetermined range of exchange rates at a future date. For the Zegna and the Tom Ford Fashion segments, sales prices are initially defined in Euro and then converted into other currencies using exchange rates selected by management based on reasonable expectations and assumptions. Forward contracts are typically entered into when seasonal price lists are set, based on estimated revenues and with maturities aligned to expected customer payment dates. Additional hedging transactions may be entered into during the season depending on exchange rate developments. In recent years, the Group has also implemented similar hedging policies in the Thom Browne segment and since July 2025 it is fully aligned to the other segments. For information relating to the market risks that the Group is exposed to, see Note 35 — Qualitative and quantitative information on financial risks to the Consolidated Financial Statements included within this report. 52 Tax obligations and changes in tax laws, estimates, treaties and regulations The Group is subject to taxation in Italy, the United States and China, as well as in various other jurisdictions, with applicable tax rates varying by jurisdiction. Accordingly, the Group’s overall effective tax rate is affected by the geographical mix of earnings and by the ability to generate sufficient and suitable future taxable profits against which deferred tax assets may be utilized. The Group recognizes tax expenses in multiple jurisdictions based on (i) estimates of taxable income, (ii) reserves for uncertain tax positions, (iii) deductible temporary differences, tax loss carry-forwards and tax credits to the extent their future offset is considered probable, (iv) withholding taxes on unremitted earnings, and (v) the manner in which the Group expects to recover or settle the carrying amount of deferred tax assets and liabilities. At any given time, multiple tax years may be subject to examinations by various tax authorities. In addition, the Group is subject to duties applicable to the importation of its products in various countries where it operates, which may impact the cost of those products. Moreover, countries to which the Group ships its products may impose safeguard quotas to limit the quantity of products that may be imported. The Group relies on free trade agreements and other supply chain initiatives to enhance efficiency in the importation of its products. Seasonality The luxury apparel market in which the Group operates is subject to seasonal fluctuations in sales. In the DTC channel, sales tend to be higher in the last quarter of the year, driven by the holiday shopping season, as well as in January and February, in correspondence with the Chinese New Year celebrations. However, several other events may also affect retail sales, including adverse weather conditions or other macroeconomic and external events. In the wholesale branded channel, sales are usually higher in the months of the year in which wholesale customers concentrate their purchases. For example, deliveries of seasonal goods to wholesale customers tend to concentrate from November to February for the Spring/Summer collection and from June to September for the Fall/Winter collection. Operating costs, in contrast, do not generally experience significant seasonal fluctuations, except for certain increases in the months of November and December due to the variable costs associated with sales commissions and leases with variable rent, as well as marketing activities such as events that the Group hosts or participates in, which may not occur evenly throughout the year or between periods. As a result of the foregoing, the financial results for interim periods may not be indicative of results for the entire fiscal year. Management expects such seasonal trends to continue. 53 Results of Operations The following is a discussion of the Group’s results of operations for the year ended December 31, 2025 as compared to the year ended December 31, 2024, and for the year ended December 31, 2024 as compared to the year ended December 31, 2023. For the years ended December 31, (€ thousands, except percentages) 2025 Percentage of revenues 2024 Percentage of revenues 2023 Percentage of revenues Revenues 1,916,947 100.0 % 1,946,647 100.0 % 1,904,549 100.0 % Cost of sales (622,910) (32.5 %) (650,087) (33.4 %) (680,235) (35.7 %) Gross profit 1,294,037 67.5 % 1,296,560 66.6 % 1,224,314 64.3 % Selling, general and administrative expenses (1,033,871) (53.9 %) (1,008,324) (51.8 %) (901,364) (47.3 %) Marketing expenses (120,686) (6.3 %) (121,384) (6.2 %) (114,802) (6.0 %) Operating profit 139,480 7.3 % 166,852 8.6 % 208,148 10.9 % Financial income 41,509 2.2 % 26,028 1.3 % 37,282 2.0 % Financial expenses (50,471) (2.7 %) (51,995) (2.7 %) (68,121) (3.6 %) Foreign exchange gains/(losses) 9,000 0.5 % (11,338) (0.6 %) (5,262) (0.3 %) Result from investments accounted for using the equity method 524 0.0 % 1,061 0.1 % (2,953) (0.2 %) Profit before taxes 140,042 7.3 % 130,608 6.7 % 169,094 8.9 % Income taxes (30,555) (1.6 %) (39,747) (2.0 %) (33,433) (1.8 %) Profit 109,487 5.7 % 90,861 4.7 % 135,661 7.1 % Revenues The Group generates revenues from the sale of its products and services, as well as from royalties received from licensees and other third parties. Revenues are recognized net of returns and discounts. In addition to presenting our revenues on a current currency basis, the following analysis of revenues includes the change in revenues on an organic basis, which we refer to as “Organic”. The change in revenues on an organic basis is a non-IFRS financial measure. See “—Non-IFRS Financial Measures” for additional information relating to this measure and for the reconciliations of revenue growth to Organic. 2025 compared to 2024 Revenues for the year ended December 31, 2025 amounted to €1,916,947 thousand, a decrease of €29,700 thousand or -1.5% (+1.1% Organic) compared to €1,946,647 thousand for the year ended December 31, 2024, primarily reflecting (i) the decrease in the Thom Browne segment mainly driven by the Company’s strategic decision to streamline the wholesale distribution network starting in 2024, partially offset by (ii) the positive performance of the Zegna segment primarily driven by the ZEGNA brand DTC channel, as well as (iii) the Tom Ford Fashion segment. All segments were negatively impacted by foreign currency exchange rates during the period, primarily due to the appreciation of the Euro against several currencies in which the Group operates, mainly the U.S. Dollar, Chinese Renminbi and Japanese Yen. 2024 compared to 2023 Revenues for the year ended December 31, 2024 amounted to €1,946,647 thousand, an increase of €42,098 thousand or +2.2% (-1.9% Organic) compared to €1,904,549 thousand for the year ended December 31, 2023, driven by (i) the positive performance of the Zegna segment mainly due to the ZEGNA brand, as well as (ii) the Tom Ford Fashion segment, which benefited from a full year contribution in 2024 compared to eight months and two days in 2023 following completion of the TFI Acquisition on April 28, 2023, partially offset by (iii) a decrease in the Thom Browne segment. The following discussion presents an analysis of revenues by (i) brand and product line, (ii) distribution channel and (iii) geographic area. For further details relating to the revenues of each of the Group’s operating segments, see “—Results by Segment” below. 54 Revenues by brand and product line The following table presents a breakdown of revenues by brand and product line for the years ended December 31, 2025, 2024 and 2023. For the years ended December 31, Increase/(Decrease) (€ thousands, except percentages) 2025 2024 2023 2025 vs 2024 % Organic 2024 vs 2023 % Organic ZEGNA brand 1,181,583 1,163,722 1,109,491 17,861 1.5 % 4.7 % 54,231 4.9 % 5.5% Thom Browne 268,469 314,712 378,410 (46,243) (14.7 %) (12.2 %) (63,698) (16.8 %) (20.5%) TOM FORD FASHION 317,056 314,514 235,531 2,542 0.8 % 3.1 % 78,983 33.5 % (0.7%) Textile 134,229 138,153 150,986 (3,924) (2.8 %) (3.1 %) (12,833) (8.5 %) (7.5%) Other (1) 15,610 15,546 30,131 64 0.4 % 0.8 % (14,585) (48.4 %) (32.1%) Total revenues 1,916,947 1,946,647 1,904,549 (29,700) (1.5 %) 1.1 % 42,098 2.2 % (1.9 %) ______________________ (1) Other mainly includes revenues from agreements with third party brands. 2025 compared to 2024 By brand and product line, the decrease in revenues was mainly attributable to: (i)a decrease in Thom Browne of €46,243 thousand or -14.7% (-12.2% Organic), driven by the decrease in the wholesale channel of €51,670 thousand, primarily reflecting the Company’s strategic decision to streamline the wholesale distribution network starting in 2024. This contraction was only partially offset by an increase of €5,427 thousand in the DTC channel, driven by the continued expansion of the DTC store network with 7 net store openings (123 DTC stores at December 31, 2025 compared to 116 DTC stores at December 31, 2024). This revenue growth in the DTC channel was achieved notwithstanding the performance in the Greater China Region, which continued to be impacted by challenges for the luxury sector, and the Group’s decision to optimize its DTC network in the region, and (ii)a decrease in Textile of €3,924 thousand or -2.8% (-3.1% Organic), driven by lower orders for new collections compared to the previous year, reflecting challenges and uncertainties which continue to affect the demand of textile products from luxury brands; partially offset by: (iii)an increase in ZEGNA brand of €17,861 thousand or +1.5% (+4.7% Organic), primarily attributable to the increase in the DTC channel of €40,967 thousand, reflecting the positive performance of existing stores and the continued demand for the brand collections, as well as our Su Misura (Made-to-Measure) offerings. ZEGNA brand wholesale revenues decreased by €23,106 thousand, primarily reflecting the conversion from wholesale to DTC of several stores in Canada in the second half of 2024, lower sales to Saks Global following changes in the customer’s operating and financial circumstances, and the decision to limit the distribution of certain iconic products in order to preserve their exclusivity, and (iv)an increase in TOM FORD FASHION of €2,542 thousand or +0.8% (+3.1% Organic), driven by (a) the increase in the DTC channel of €11,913 thousand, reflecting the positive performance of existing stores, (b) the benefit of a full year contribution in 2025 of several stores that were opened during the 2024, including several conversion from wholesale to DTC, and (c) the expansion of the DTC store network with 2 net store openings in 2025 (66 DTC stores at December 31, 2025 compared to 64 DTC stores at December 31, 2024), partially offset by (d) the decrease in the wholesale channel of €9,371 thousand, primarily reflecting the strategy to strengthen direct control over distribution and lower sales to Saks Global following changes in the customer’s 55 operating and financial circumstances. 2024 compared to 2023 By brand and product line, the increase in revenues was mainly attributable to: (i)an increase in TOM FORD FASHION of €78,983 thousand or +33.5% (-0.7% Organic), which benefited from a full year contribution in 2024 compared to eight months and two days in 2023 following completion of the TFI Acquisition on April 28, 2023. Revenues for the period from April 29, 2024 to December 31, 2024 were substantially in line with the corresponding period in 2023 (when TFI was part of the Group) with Organic Growth of -0.7% driven by a decrease in the wholesale business which offset the increase in the DTC channel, and (ii)an increase in ZEGNA brand of €54,231 thousand or +4.9% (+5.5% Organic1), primarily attributable to the continued positive performance of both luxury leisurewear and footwear, as well as our Su Misura offerings, while performance of formalwear was substantially in line with 2023. Additionally, the ZEGNA brand benefited from a higher average unit retail (AUR) in 2024, primarily driven by a mix of higher value products sold; partially offset by: (iii)a decrease in Thom Browne of €63,698 thousand or -16.8% (-20.5% Organic2), driven by a decrease in the Thom Browne wholesale channel of €66,342 thousand and reflecting the impact of the decision to streamline the wholesale business during the year, which primarily impacted the EMEA region, as well as negative double-digit performance in the Greater China Region which continued to be impacted by challenging conditions for the luxury sector, only partially offset by positive performance of the DTC channel of €2,644 thousand, reflecting growth in Japan and the conversion of 17 stores from wholesale to DTC following the acquisition of the Thom Browne business in South Korea in the second half of 2023; (iv)a decrease in Other revenues, which mainly include revenues from third-party brands, of €14,585 thousand or -48.4% (-32.1% Organic), reflecting the impact of revenues recognized in the prior year from the supply agreement with TFI prior to the TFI Acquisition on April 28, 2023, following which revenues with TFI are reported as intercompany revenues and eliminated from the Group’s consolidated results, as well as lower orders for third-party brands, and (v)a decrease in Textile of €12,833 thousand or -8.5% (-7.5% Organic), driven by lower orders for new collections compared to the previous year across several textile brands, reflecting challenges and uncertainties currently affecting the luxury sector. 1 Excludes foreign exchange impact and revenues in South Korea, both DTC and wholesale for each period, since the Group purchased the ZEGNA business in South Korea on January 1, 2024. 2 Excludes foreign exchange impact and revenues in South Korea, both DTC and wholesale from January 1 to June 30 each period, since the Group purchased the Thom Browne business in South Korea on July 1, 2023. 56 Revenues by distribution channel The following table presents a breakdown of revenues by distribution channel for the years ended December 31, 2025, 2024 and 2023. For the years ended December 31, Increase/(Decrease) (€ thousands, except percentages) 2025 2024 2023 2025 vs 2024 % Organic 2024 vs 2023 % Organic Direct to Consumer (DTC) ZEGNA brand 1,045,275 1,004,308 945,313 40,967 4.1 % 7.4 % 58,995 6.2 % 6.1 % Thom Browne 191,493 186,066 183,422 5,427 2.9 % 7.9 % 2,644 1.4 % (7.6 %) TOM FORD FASHION 212,215 200,302 136,291 11,913 5.9 % 9.8 % 64,011 47.0 % 5.1 % Total Direct to Consumer (DTC) 1,448,983 1,390,676 1,265,026 58,307 4.2 % 7.9 % 125,650 9.9 % 4.0 % As a percentage of branded products (1) 82.0 % 77.6 % 73.4 % Wholesale branded ZEGNA brand 136,308 159,414 164,178 (23,106) (14.5 %) (12.5 %) (4,764) (2.9 %) 2.5 % Thom Browne 76,976 128,646 194,988 (51,670) (40.2 %) (40.0 %) (66,342) (34.0 %) (32.6 %) TOM FORD FASHION 104,841 114,212 99,240 (9,371) (8.2 %) (8.3 %) 14,972 15.1 % (8.5 %) Total Wholesale branded 318,125 402,272 458,406 (84,147) (20.9 %) (20.2 %) (56,134) (12.2 %) (15.0 %) As a percentage of branded products (1) 18.0 % 22.4 % 26.6 % Textile 134,229 138,153 150,986 (3,924) (2.8 %) (3.1 %) (12,833) (8.5 %) (7.5 %) Other (2) 15,610 15,546 30,131 64 0.4 % 0.8 % (14,585) (48.4 %) (32.1 %) Total revenues 1,916,947 1,946,647 1,904,549 (29,700) (1.5 %) 1.1 % 42,098 2.2 % (1.9 %) ______________________ (1) Branded products refer to the products sold under the three brands that the Group operates, through the DTC or wholesale branded distribution channels. (2) Other mainly includes revenues from agreements with third party brands. 2025 compared to 2024 By distribution channel, the decrease in branded revenues was mainly attributable to: (i)a decrease in the wholesale branded channel of €84,147 thousand or -20.9% (-20.2% Organic) as a result of: (a)a decrease in Thom Browne wholesale revenues of €51,670 thousand or -40.2% (-40.0% Organic), primarily reflecting the Company’s strategic decision to increase focus on the DTC channel while streamlining the wholesale business; (b)a decrease in ZEGNA brand wholesale revenues of €23,106 thousand or -14.5% (-12.5% Organic), primarily reflecting (a) the conversion from wholesale to DTC of several stores in Canada in the second half of 2024, (b) the decision to limit the distribution of certain iconic products in order to preserve their exclusivity, and (c) lower sales to Saks Global following changes in the customer’s operating and financial circumstances, and (c)a decrease in TOM FORD FASHION wholesale revenues of €9,371 thousand or -8.2% (-8.3% Organic), primarily reflecting (a) the strategy to strengthen direct control over distribution, including the conversion of several stores from wholesale to DTC, and (b) lower sales to Saks Global following changes in the customer’s operating and financial circumstances; (ii)a decrease in Textile of €3,924 thousand or -2.8% (-3.1% Organic), driven by lower orders for new collections compared to the previous year, reflecting challenges and uncertainties which continue to affect the demand of textile products from luxury brands; 57 partially offset by: (iii)an increase in the DTC channel of €58,307 thousand or +4.2% (+7.9% Organic), as a result of: (a)an increase in the ZEGNA brand DTC channel of €40,967 thousand or +4.1% (+7.4% Organic), reflecting the positive performance of existing stores and the continued demand for the brand collections, as well as our Su Misura offerings. By geographic area, the increase in revenues in ZEGNA brand was driven by the Americas and EMEA, including strong performance in the Middle East, partially offset by the performance in the Greater China Region, which continued to be impacted by challenges for the luxury sector, and the Group’s decision to optimize its DTC network in the region; (b)an increase in the TOM FORD FASHION DTC channel of €11,913 thousand or +5.9% (+9.8% Organic), reflecting the positive performance of existing stores, (i) the benefit of full year contribution in 2025 of several stores that were opened during the 2024, including several conversion from wholesale to DTC, and (ii) the expansion of the DTC store network with 2 net store openings in 2025 (66 DTC stores at December 31, 2025 compared to 64 DTC stores at December 31, 2024), and (c)an increase in Thom Browne DTC channel of €5,427 thousand or +2.9% (+7.9% Organic), reflecting the expansion of the DTC store network with 7 net store openings (123 DTC stores at December 31, 2025 compared to 116 DTC stores at December 31, 2024), including stores in New York (Madison Avenue), Palm Beach, Los Angeles and Tokyo Ginza, as well as the conversion from wholesale to DTC of 6 stores in Canada in the second half of 2024, partially offset by the performance in the Greater China Region, which continued to be impacted by challenges for the luxury sector, and the Group’s decision to optimize its DTC network in the region. 2024 compared to 2023 By distribution channel, the increase in branded revenues was mainly attributable to: (i)an increase in the DTC channel of €125,650 thousand or +9.9% (+4.0% Organic), composed of: (a)an increase in the TOM FORD FASHION DTC channel of €64,011 thousand or +47.0% (+5.1% Organic), primarily benefiting from a full year contribution in 2024 compared to eight months and two days in 2023 following completion of the TFI Acquisition on April 28, 2023, and +5.1% Organic Growth driven by positive performance in the United States and EMEA, as well as the expansion of the DTC store network with 13 net store openings (64 DTC stores at December 31, 2024 compared to 51 DTC stores at December 31, 2023); (b)an increase in the ZEGNA brand DTC channel of €58,995 thousand or +6.2% (+6.1% Organic), reflecting growth in EMEA (including strong performance in the Middle East), the Americas (primarily the United States) and Japan, as well as an expansion of the store network with 28 net DTC store openings, including the conversion from wholesale to DTC of 16 stores in South Korea starting from January 1, 2024 and 9 Harry Rosen stores in Canada in the second half of 2024 (281 DOSs at December 31, 2024 compared to 253 DOSs at December 31, 2023), partially offset by the performance in the Greater China Region, which continued to be impacted by challenges for the luxury sector, and (c)an increase in Thom Browne of €2,644 thousand or +1.4% (-7.6% Organic), driven by strong performance in Japan, an increase of €21,785 thousand from the Thom Browne business in South Korea, which was acquired in the second half of 2023 and its 17 stores were subsequently converted from wholesale to DTC following an agreement with the former franchise partner, as well as an expansion of the store network with 30 net DTC store openings (116 DOSs at December 31, 2024 compared to 86 DOSs at December 31, 2023, which included the conversion from wholesale to DTC of the Saks Fifth Avenue store in New York, as well as the conversion of 13 Nordstrom stores in the United States and 6 Holt Renfrew stores in Canada, the majority of which are significantly smaller than the average store size in the brand’s DTC network), partially offset by performance in the Greater China Region which continued to be impacted by challenging conditions for the luxury sector; 58 (ii)a decrease in the wholesale branded channel of €56,134 thousand or -12.2% (-15.0% Organic) due to the combined effects of: (a)a decrease in Thom Browne wholesale revenues of €66,342 thousand or -34.0% (-32.6% Organic), primarily reflecting the impact of the decision to streamline the wholesale business and, to a lesser extent, the aforementioned conversion of 17 stores from wholesale to DTC in South Korea following an agreement with the former franchise partner, and (b)a decrease in ZEGNA brand wholesale revenues of €4,764 thousand or -2.9% (+2.5% Organic), primarily reflecting the aforementioned conversion from wholesale to DTC of 16 stores in South Korea starting from January 1, 2024 and 9 Harry Rosen stores in Canada in the second half of 2024, partially offset by the positive performance in Rest of APAC, EMEA and the United States; partially offset by: (c)an increase in TOM FORD FASHION wholesale revenues of €14,972 thousand or +15.1% (-8.5% Organic), primarily benefiting from a full year contribution in 2024 compared to eight months and two days in 2023 following completion of the TFI Acquisition on April 28, 2023, while Organic Growth was -8.5% primarily due to the conversion of two wholesale stores into retail in the third quarter of 2024 (Harrods in London (men) and Saks Fifth Avenue in New York (women)), as well as lower shipments for the Fall/Winter 2024 collection ahead of the new collection revealed in March 2025 by the new creative director, Haider Ackermann. Revenues by geographic area The following table presents a breakdown of revenues by geographic area for the years ended December 31, 2025, 2024 and 2023. For the years ended December 31, Increase/(Decrease) (€ thousands, except percentages) 2025 2024 2023 2025 vs 2024 % Organic 2024 vs 2023 % Organic EMEA (1) 683,846 680,259 658,694 3,587 0.5 % 1.4 % 21,565 3.3 % 0.4 % Americas (2) 566,069 524,790 454,890 41,279 7.9 % 12.0 % 69,900 15.4 % 6.8 % Greater China Region 435,173 509,378 595,515 (74,205) (14.6 %) (11.9 %) (86,137) (14.5 %) (13.7 %) Rest of APAC (3) 228,809 229,877 192,492 (1,068) (0.5 %) 3.8 % 37,385 19.4 % 6.9 % Other (4) 3,050 2,343 2,958 707 30.2 % 31.2 % (615) (20.8 %) (25.7 %) Total revenues 1,916,947 1,946,647 1,904,549 (29,700) (1.5 %) 1.1 % 42,098 2.2 % (1.9 %) ______________________ (1)EMEA includes Europe, the Middle East and Africa. (2)Americas includes the United States of America, Canada, Mexico, Brazil and other Central and South American countries. (3)Rest of APAC includes Japan, South Korea, Singapore, Thailand, Malaysia, Vietnam, Indonesia, Philippines, Australia, New Zealand, India and other Southeast Asian countries. (4)Other revenues mainly include royalties. 2025 compared to 2024 By geographic area, the decrease in revenues was mainly attributable to: (i)a decrease in the Greater China Region of €74,205 thousand or -14.6% (-11.9% Organic), reflecting challenging conditions for the luxury sector in the region, in particular in Mainland China, and the Group’s decision to optimize its DTC network in the region, and (ii)a decrease in Rest of APAC of €1,068 thousand or -0.5% (+3.8% Organic) primarily reflecting (a) the appreciation of the Euro against several currencies in which the Group operates, primarily Japanese Yen and 59 South Korean Won, partially offset by (b) +3.8% Organic Growth driven by positive performance in the DTC channel of Thom Browne and TOM FORD FASHION brands; partially offset by: (iii)an increase in Americas of €41,279 thousand or +7.9% (+12.0% Organic), driven by (a) double digit growth of the ZEGNA brand DTC channel, reflecting strong performance in the United States, as well as Mexico and Brazil, (b) the expansion of the Thom Browne DTC store network with 7 net store openings in the region, including new stores in New York (Madison Avenue), Palm Beach and Los Angeles (35 DTC stores at December 31, 2025 compared to 28 DTC stores at December 31, 2024), as well as (c) the conversion of several locations in Canada from wholesale to DTC in the second half of 2024, including 9 Harry Rosen stores for ZEGNA and 6 Holt Renfrew stores for Thom Browne, and (iv)an increase in EMEA of €3,587 thousand or +0.5% (+1.4% Organic) driven by (a) double digit growth in the DTC channel of the ZEGNA and TOM FORD FASHION brands, partially offset by (b) lower revenues from the wholesale channel for all of the Group’s brands, in particular Thom Browne, reflecting the Company’s strategic decision to streamline the wholesale distribution network starting in 2024. 2024 compared to 2023 By geographic area, the increase in revenues was mainly attributable to: (i)an increase in Americas of €69,900 thousand or +15.4% (+6.8% Organic) driven by double-digit growth of the ZEGNA brand DTC channel in the United States, Mexico and Brazil, as well as a full year contribution in 2024 from TOM FORD FASHION; (ii)an increase in Rest of APAC of €37,385 thousand or +19.4% (+6.9% Organic) driven by the aforementioned conversion of Thom Browne and ZEGNA brand stores from wholesale to DTC in South Korea, strong performance in Japan, mainly for Thom Browne and ZEGNA brand, which both benefited from tourist customers and the depreciation of the Japanese Yen; (iii)an increase in EMEA of €21,565 thousand or +3.3% (+0.4% Organic) primarily attributable to double-digit growth of the ZEGNA brand driven by the DTC channel and including strong performance in the Middle East, as well as a full year contribution in 2024 from TOM FORD FASHION, including new store openings (including Rome, London Harrods men, Madrid and Taormina), partially offset by Thom Browne, mainly reflecting the decision to streamline the wholesale business; partially offset by: (iv)a decrease in the Greater China Region of €86,137 thousand or -14.5% (-13.7% Organic), reflecting challenging conditions for the luxury sector in the region, in particular in Mainland China, and impacting all the Group’s brands. For further details relating to the revenues of each of the Group’s operating segments, see “—Results by Segment” below. Cost of sales Cost of sales comprises costs directly related to the production, procurement and the supply of goods and services, including direct labor costs, costs for raw materials and components used to manufacture the Group’s products (primarily fibers and yarns of wool, silk, cotton, linen, cashmere and related fabrics, as well as leather and certain rare raw materials such as vicuña yarns), costs for semi-finished products, finished goods, consumables and outsourced manufacturing from third parties. Cost of sales also includes depreciation, amortization and impairment of assets, lease expenses, maintenance, write-downs of inventory, freight and duty, and other production-related costs, including manufacturing overhead. 60 The following table presents cost of sales for the years ended December 31, 2025, 2024 and 2023. For the years ended December 31, (Increase)/Decrease (€ thousands, except percentages) 2025 2024 2023 2025 vs 2024 % 2024 vs 2023 % Cost of sales (622,910) (650,087) (680,235) 27,177 4.2 % 30,148 4.4 % Cost of sales as % of revenues (32.5 %) (33.4 %) (35.7 %) 2025 compared to 2024 Cost of sales for the year ended December 31, 2025 amounted to €622,910 thousand, a decrease of €27,177 thousand or -4.2%, compared to €650,087 thousand for the year ended December 31, 2024, and as a percentage of revenues, cost of sales decreased from 33.4% in 2024 to 32.5% in 2025, primarily driven by a change in distribution channel mix, as further described in “—Gross profit” below. The decrease in cost of sales was primarily attributable to (i) lower sales volumes in Thom Browne (for which revenues decreased by €46,243 thousand in 2025 compared to 2024), which resulted in lower purchases of finished goods and lower costs for duties and freight, (ii) the recognition of a government grant of €4,103 thousand in 2025 to offset research and development costs expensed relating to product innovation in Italy as part of the National Recovery and Resilience Plan funds, and (iii) lower costs relating to the acquisition method of accounting for the TFI Acquisition, which were zero in 2025 compared to €3,587 thousand in 2024, partially offset by (iv) higher costs for ZEGNA brand primarily driven by an increase in revenues. 2024 compared to 2023 Cost of sales for the year ended December 31, 2024 amounted to €650,087 thousand, a decrease of €30,148 thousand or +4.4%, compared to €680,235 thousand for the year ended December 31, 2023, and as a percentage of revenues, cost of sales decreased from 35.7% in 2023 to 33.4% in 2024, primarily driven by a change in distribution channel mix, as further described in “—Gross profit” below. The decrease in cost of sales was primarily attributable to (i) lower sales volumes in the Thom Browne segment, (for which revenues decreased by €63,698 thousand in 2024 compared to 2023), (ii) a decrease in inventory write-downs of €6,105 thousand (€25,745 thousand in 2024 compared to €31,850 thousand in 2023), driven by improved inventory management and primarily in the Thom Browne segment, and (iii) lower costs for duties and freight of €3,052 thousand, mainly due to improved inventory management in the Thom Browne segment which resulted in lower relative purchase volumes of finished goods, partially offset by (iv) higher costs for TOM FORD FASHION driven by an increase in revenues of €78,983 thousand and primarily reflecting a full year in 2024 compared to eight months and two days in 2023, and despite lower costs of €11,964 thousand relating to the acquisition method of accounting for the TFI Acquisition (€3,587 thousand in 2024 compared to €15,551 thousand in 2023, including €14,368 thousand related to the purchase price step up of the fair value of the acquired TFI inventory that was sold subsequent to the acquisition and €1,183 thousand related to the order backlog). Gross profit The following table presents gross profit for the years ended December 31, 2025, 2024 and 2023. For the years ended December 31, Increase/(Decrease) (€ thousands, except percentages) 2025 2024 2023 2025 vs 2024 % 2024 vs 2023 % Gross profit 1,294,037 1,296,560 1,224,314 (2,523) (0.2 %) 72,246 5.9 % Gross profit as % of revenues 67.5 % 66.6 % 64.3 % 2025 compared to 2024 Gross profit for the year ended December 31, 2025 amounted to €1,294,037 thousand, a decrease of €2,523 thousand or -0.2%, compared to €1,296,560 thousand for the year ended December 31, 2024. 61 Gross profit as a percentage of revenues increased from 66.6% in 2024 to 67.5% in 2025, primarily driven by (i) a higher proportion of DTC sales compared to wholesale sales (DTC sales, which have higher gross profit margins compared to wholesale sales, represented 82.0% of revenues from branded products (which include DTC and wholesale) in 2025 compared to 77.6% in 2024), (ii) the recognition of a government grant of €4,103 thousand in 2025 to offset research and development costs expensed relating to product innovation in Italy as part of the National Recovery and Resilience Plan funds, (iii) lower costs relating to the acquisition method of accounting for the TFI Acquisition, which were zero in 2025 compared to €3,587 thousand in 2024, and (iv) a lower incidence of revenues from outlet stores in the ZEGNA DTC channel, partially offset by (v) negative foreign exchange impact. 2024 compared to 2023 Gross profit for the year ended December 31, 2024 amounted to €1,296,560 thousand, an increase of €72,246 thousand or +5.9%, compared to €1,224,314 thousand for the year ended December 31, 2023. Gross profit as a percentage of revenues increased from 64.3% in 2023 to 66.6% in 2024, primarily driven by (i) a higher proportion of DTC sales compared to wholesale sales (DTC sales, which have higher margins compared to wholesale sales, represented 77.6% of revenues from branded products (which include DTC and wholesale) in 2024 compared to 73.4% in 2023), (ii) lower write-downs of inventory of €6,105 thousand (€25,745 thousand in 2024 compared to €31,850 thousand in 2023), driven by improved inventory management and primarily in the Thom Browne segment, (iii) lower costs for duties and freight of €3,052 thousand, mainly due to improved inventory management in the Thom Browne segment which resulted in lower purchase volumes of finished goods, and (iv) lower costs of €11,964 thousand relating to the acquisition method of accounting for the TFI Acquisition (€3,587 thousand in 2024 compared to €15,551 thousand in 2023, including €14,368 thousand related to the purchase price step up of the fair value of the acquired TFI inventory that was sold subsequent to the acquisition and €1,183 thousand related to the order backlog). Selling, general and administrative expenses Selling, general and administrative expenses primarily include costs for sales and administrative personnel, selling expenses, fees for corporate bodies, consultancies and accounting services, royalties and amortization in relation to the TOM FORD FASHION license, and other administrative and general expenses, as well as lease expenses, depreciation, amortization and impairment of assets used for selling and administrative activities. The following table presents selling, general and administrative expenses for the years ended December 31, 2025, 2024 and 2023. For the years ended December 31, (Increase)/Decrease (€ thousands, except percentages) 2025 2024 2023 2025 vs 2024 % 2024 vs 2023 % Selling, general and administrative expenses (1,033,871) (1,008,324) (901,364) (25,547) (2.5 %) (106,960) (11.9 %) Selling, general and administrative expenses as % of revenues (53.9 %) (51.8 %) (47.3 %) 2025 compared to 2024 Selling, general and administrative expenses for the year ended December 31, 2025 amounted to €1,033,871 thousand, an increase of €25,547 thousand or +2.5%, compared to €1,008,324 thousand for the year ended December 31, 2024, and as a percentage of revenues, selling, general and administrative expenses increased from 51.8% in 2024 to 53.9% in 2025. The increase in selling, general and administrative expenses was primarily attributable to: (i)higher costs to support the expansion of the DTC network for all of the Group’s brands, reflecting (a) a full period of operating costs in 2025 for stores that were opened in 2024 (71 net store openings in 2024, 461 stores at December 31, 2024 compared to 390 stores at December 31, 2023), and (b) 10 net store openings in 2025 (471 stores at December 31, 2025 compared to 461 stores at December 31, 2024); 62 (ii)higher investments in information technology and digital transformation projects, and (iii)an increase in net impairment of leased and owned stores of €3,843 thousand (€15,039 thousand in 2025 compared to €11,196 thousand in 2024); impairment charges in 2025 included: (a) €10,415 thousand in the Tom Ford Fashion segment, primarily in the Greater China Region and rest of APAC, (b) €4,129 thousand for the Zegna segment, primarily in the Greater China Region, and (c) €495 thousand in the Thom Browne segment; partially offset by: (iv)lower costs relating to long-term incentives to management (including both equity-settled and cash-settled share-based payments) of €8,616 thousand (€908 thousand in 2025 compared to €9,524 thousand in 2024); (v)the effects of actions taken by management to prudently manage and contain costs in light of the challenging conditions currently impacting the luxury sector, which resulted in a decrease in certain discretionary costs, and (vi)positive impact from foreign currency exchange rates during the period, primarily due to the appreciation of the Euro against several currencies in which the Group operates, mainly the U.S. Dollar, Chinese Renminbi and Japanese Yen. In 2025, selling, general and administrative expenses included €10,077 thousand relating to expected losses on trade receivables owing from Saks Global following its voluntary filing for reorganization under Chapter 11 of the U.S. Bankruptcy Code in January 2026. Selling, general and administrative expenses for the year ended December 31, 2025 and 2024 included €23,480 thousand and €17,168 thousand, respectively, relating to adjusting items in the presentation of Adjusted EBIT as management considers these items not reflective of underlying operating activities. For additional information, see “—Non IFRS Financial Measures—Adjusted EBIT”. 2024 compared to 2023 Selling, general and administrative expenses for the year ended December 31, 2024 amounted to €1,008,324 thousand, an increase of €106,960 thousand or 11.9%, compared to €901,364 thousand for the year ended December 31, 2023, and as a percentage of revenues, selling, general and administrative expenses increased from 47.3% in 2023 to 51.8% in 2024. The increase in selling, general and administrative expenses was primarily attributable to: (i)an increase of €65,543 thousand related to TOM FORD FASHION, reflecting (a) a full year contribution in 2024 compared to eight months and two days in 2023 and (b) additional costs for integration, business expansion (13 net DTC store openings), and to reinforce corporate governance, retail and other business functions, as well as to increase personnel subsequent to the TFI Acquisition in April 2023; (ii)higher costs to support the expansion of the ZEGNA brand and the Thom Browne DTC network with (a) 28 net store openings for the ZEGNA brand at December 31, 2024 compared to December 31, 2023, including costs to convert 16 stores in South Korea from wholesale to DTC starting from January 1, 2024, and (b) 30 net store openings for Thom Browne at December 31, 2024 compared to December 31, 2023, including costs to convert 17 stores in South Korea from wholesale to DTC starting from July 1, 2023; (iii)an increase in net impairment of leased and owned stores of €9,414 thousand (€11,196 thousand in 2024 compared to €1,782 thousand in 2023); impairment charges in 2024 primarily related to leased stores in: (a) Europe and United States that are part of the Thom Browne segment, (b) the Greater China Region and South Korea that are part of the Tom Ford Fashion segment, and (c) the United States, EMEA and the Greater China Region that are part of the Zegna segment, and 63 (iv)costs related to a global retail convention for ZEGNA DTC sales management which was held in Milan in the first half of 2024 (no such event was held in 2023); partially offset by: (v)lower costs relating to long-term incentives to management (including equity-settled share-based payments) of €11,308 thousand (€8,472 thousand in 2024 compared to €19,780 thousand in 2023); (vi)lower transaction costs of €5,968 thousand (€33 thousand in 2024 compared to €6,001 thousand in 2023, which primarily related to consultancy and legal fees related to the TFI Acquisition completed in 2023), and (vii)net income related to lease agreements of €4,129 thousand recognized in 2023 (and not repeated in 2024) related to the derecognition of lease liabilities following a change in terms of a lease agreement in Hong Kong. Selling, general and administrative expenses for the years ended December 31, 2024 and 2023 included €17,168 thousand and €11,958 thousand relating to adjusting items in the presentation of Adjusted EBIT as management considers these items not reflective of underlying operating activities. For additional information please refer to “Non-IFRS Financial Measures—Adjusted EBIT”. Marketing expenses Marketing expenses primarily include costs related to advertising and marketing activities, including personnel costs and costs for advertising, communications, media and events, such as fashion shows, store windows and displays. Marketing expenses also include depreciation, amortization and impairment of assets used in advertising and marketing activities. The following table presents marketing expenses for the years ended December 31, 2025, 2024 and 2023. For the years ended December 31, (Increase)/Decrease (€ thousands, except percentages) 2025 2024 2023 2025 vs 2024 % 2024 vs 2023 % Marketing expenses (120,686) (121,384) (114,802) 698 0.6 % (6,582) (5.7 %) Marketing expenses as % of revenues (6.3 %) (6.2 %) (6.0 %) 2025 compared to 2024 Marketing expenses for the year ended December 31, 2025 amounted to €120,686 thousand, a decrease of €698 thousand or -0.6%, compared to €121,384 thousand for the year ended December 31, 2024, and as a percentage of revenues, marketing expenses increased to 6.3% in 2025 from 6.2% in 2024. Aligned with its brand strategy, the Group continued investing in marketing activities in 2025, with a focus on enhancing the awareness and engagement of its brands. Below is a summary of the most significant initiatives in 2025 for each of the Group’s three brands. ZEGNA brand In 2025, ZEGNA hosted a series of significant global events designed to reinforce the brand’s international presence and creative leadership. In January, during the Milan Men’s Fashion Week, ZEGNA presented its Fall/Winter 2025 Fashion Show and unveiled the Vellus Aureum collection. In June, the brand showcased its Spring/Summer 2026 collection for the first time outside of Italy, in Dubai, with an immersive “VILLA ZEGNA” experience at the Dubai Opera House that celebrated ZEGNA’s heritage and contemporary identity, continuing the narrative previously presented in Shanghai and New York. In December, the brand held a further edition of VILLA ZEGNA during Art Basel Miami Beach. In parallel, ZEGNA signed a multiyear global partnership agreement with Art Basel and continued to invest in tailored and highly selective advertising campaigns. 64 Thom Browne In February 2025, Thom Browne presented its Fall/Winter 2025 collection with a runway show at The Shed in New York. In May, at the Met Gala, held at the Metropolitan Museum of Art in New York, Thom Browne was among the most worn creators of the evening. Several renowned personalities—including Demi Moore, Zoë Saldaña, and Whoopi Goldberg, among others—chose to appear in Thom Browne. In October, the brand presented its Spring/Summer 2026 collection with a fashion show in Paris. TOM FORD FASHION Fashion shows and celebrity dressing continued to serve as key pillars of TOM FORD FASHION’s marketing strategy. In March 2025, the brand hosted a Winter 2025 runway show in Paris, marking the debut of Haider Ackermann as Creative Director. In October, the brand presented its Spring/Summer 2026 collection at the Pavillon Vendôme. 2024 compared to 2023 Marketing expenses for the year ended December 31, 2024 amounted to €121,384 thousand, an increase of €6,582 thousand or 5.7%, compared to €114,802 thousand for the year ended December 31, 2023, and as a percentage of revenues, marketing expenses increased from 6.0% in 2023 to 6.2% in 2024. The increase in marketing expenses was driven by the impact of a full year contribution of TOM FORD FASHION in 2024 compared to eight months and two days in 2023 following the TFI Acquisition, resulting in higher marketing expenses of €7,104 thousand. Aligned with its brand strategy, the Group continued investing significantly in marketing activities in 2024, with a particular focus on enhancing the brand experience and engagement for the ZEGNA brand. Below is a summary of the most significant initiatives in 2024 for each of the Group’s three brands. ZEGNA brand During the Milan Design Week, ZEGNA significantly enhanced its brand presence and visibility by hosting an immersive exhibition at its headquarters and unveiling the new flowerbeds in Piazza del Duomo. This initiative is part of ZEGNA’s role as the official curator of the iconic Piazza Duomo flowerbeds for the next three years. During the event, the brand also launched the special edition BORN IN OASI ZEGNA book which recalls over 100 years of the brand’s heritage. The brand also hosted two VILLA ZEGNA events during the year, in Shanghai and New York, reflecting ZEGNA’s new approach to interacting with customers by offering immersive experiences connected with the brand. Thom Browne During the Milan Design Week, Thom Browne hosted a unique installation to announce the launch of its home furnishing collection through a collaboration with Frette, a 160-year-old Italian label. In addition, it also showcased two fashion shows, the first during the Spring/Summer New York Fashion Week and the second during the Fall Couture week in Paris. TOM FORD FASHION TOM FORD FASHION held one fashion show, which took place in Milan in February 2024 during the Milan Fashion Week. The brand also continued with its advertising campaigns during the year and various in-store events to celebrate key openings. Financial income and financial expenses Financial income and financial expenses include the effects of fair value changes on liabilities relating to put options owned by non-controlling interests in the Group’s investments in Thom Browne, Inc. and Gruppo Dondi S.p.A., as well as income and expenses relating to the Group’s financial assets and liabilities, including interest and the costs of hedging 65 transactions. Until the completion of the warrant redemption in the first quarter of 2023 (as further described below), financial income and financial expenses also included the fair value changes in liability-classified warrants. The following table presents financial income and financial expenses for the years ended December 31, 2025, 2024 and 2023. For the years ended December 31, Increase/(Decrease) (€ thousands, except percentages) 2025 2024 2023 2025 vs 2024 % 2024 vs 2023 % Financial income 41,509 26,028 37,282 15,481 59.5 % (11,254) (30.2 %) Financial expenses (50,471) (51,995) (68,121) (1,524) (2.9 %) (16,126) (23.7 %) Net financial expenses (8,962) (25,967) (30,839) (17,005) (65.5 %) (4,872) (15.8 %) Financial income as a % of revenues 2.2 % 1.3 % 2.0 % Financial expenses as % of revenues (2.7 %) (2.7 %) (3.6 %) Net financial expenses as a % of revenues (0.5 %) (1.4 %) (1.6 %) 2025 compared to 2024 Net financial expenses amounted to €8,962 thousand for the year ended December 31, 2025, a decrease of €17,005 thousand or -65.5%, compared to €25,967 thousand for the year ended December 31, 2024. The decrease in net financial expenses was primarily attributable to (i) an increase of €28,740 thousand in net gains from the fair value remeasurement of liabilities for put options held by non-controlling interests, of which €25,555 thousand related to Thom Browne non-controlling interests (gain of €22,059 thousand in 2025 compared to a loss of €3,496 thousand in 2024) and 3,185 related to Dondi non-controlling interests (gain of €3,929 thousand in 2025 compared to a gain of €744 thousand in 2024), (ii) a decrease of €4,466 thousand in interest expenses on bank loans and overdrafts driven by lower average borrowings (€11,054 thousand in 2025 compared to €15,520 thousand in 2024), and (iii) higher gain of €2,629 thousand from securities held by the Group, driven by the performance of the financial markets (gains of €5,862 thousand in 2025 compared to gains of €3,233 thousand in 2024), partially offset by (iv) a lower gain of €7,582 thousand reflecting the disposal of a 45% interest in Sharmoon.EZ.Garments Co. Ltd recognized in 2024, (v) an increase of €3,337 thousand in interest and financial charges for lease liabilities driven by an expansion of the leased store network and the extension of several existing leases, (vi) a decrease of €3,062 thousand on income from interest rate swaps, and (vii) higher costs of €2,053 thousand from hedging operations. 2024 compared to 2023 Net financial expenses for the year ended December 31, 2024 amounted to €25,967 thousand, a decrease of €4,872 thousand or -15.8%, compared to net financial expenses of €30,839 thousand for the year ended December 31, 2023. The decrease in net financial expenses was primarily attributable to (i) a gain of €22,909 thousand recognized in the prior year as a result of the exercise and redemption of warrants in the first quarter of 2023 (following which there are no remaining public or private placement warrants outstanding), and (ii) a gain of €7,582 thousand recognized in 2024 from the disposal of a 45% interest in Sharmoon.EZ.Garments Co. Ltd, following which the Group continues to own a 5% interest in the Company and account for the investment at fair value, partially offset by (iii) a decrease of €17,544 thousand in net gains from the fair value remeasurement of liabilities for put options held by non-controlling interests, mainly driven by the Thom Browne, for which a loss of €3,496 thousand was recognized in 2024 compared to a gain of €11,587 thousand in 2023, and (iv) an increase of €6,629 thousand in interest and financial charges for lease liabilities (including an increase of €2,582 thousand related to TOM FORD FASHION reflecting a full year contribution in 2023 compared to eight months and two days in 2023) driven by an expansion of the leased store network. For additional details see Note 10 — Financial income, financial expenses and foreign exchange losses to the Consolidated Financial Statements included elsewhere in this annual report on Form 20-F. 66 Foreign exchange gains/(losses) Foreign exchange gains/(losses) include realized gains and losses on exchange differences, as well as the foreign exchange impact on the non-controlling interest put option liability relating to the Thom Browne group, which is denominated in U.S. Dollars. The following table presents exchange gains/(losses) for the years ended December 31, 2025, 2024 and 2023. For the years ended December 31, (Increase)/Decrease (€ thousands, except percentages) 2025 2024 2023 2025 vs 2024 % 2024 vs 2023 % Foreign exchange gains/(losses) 9,000 (11,338) (5,262) 20,338 179.4 % (6,076) (115.5 %) Foreign exchange gains/(losses) as % of revenues 0.5 % (0.6 %) (0.3 %) 2025 compared to 2024 Foreign exchange gains for the year ended December 31, 2025 amounted to €9,000 thousand, an increase of €20,338 thousand compared to foreign exchange losses of €11,338 thousand for the year ended December 31, 2024. The increase in foreign exchange gains was primarily driven by favorable foreign exchange impact related to the Thom Browne non-controlling interest put option liability, which is denominated in U.S. Dollars (foreign currency gains of €14,718 thousand in 2025 compared to foreign currency losses of €7,770 thousand in 2024). 2024 compared to 2023 Foreign exchange losses for the year ended December 31, 2024 amounted to €11,338 thousand, an increase of €6,076 thousand compared to foreign exchange losses of €5,262 thousand for the year ended December 31, 2023. The increase in foreign exchange losses was driven by (i) unfavorable foreign exchange impact of €13,176 thousand related to the Thom Browne non-controlling interest put option liability (foreign currency losses of €7,770 thousand in 2024, primarily unrealized, compared to unrealized foreign currency gains of €5,406 thousand in 2023), partially offset by (ii) a decrease of €2,798 thousand in cumulative translation losses reclassified from other comprehensive income to profit (€1,907 thousand in 2024 following the Group’s sale of its 100% interest in Ezesa Argentina S.A. compared to €4,705 thousand in 2023 related to the investment held in TFI prior to the TFI Acquisition), (iii) €1,877 thousand related to securities held by the Group (foreign exchange gains of €1,022 thousand in 2024 compared to foreign exchange losses of €855 thousand in 2023), (iv) €1,520 thousand related to lease liabilities (foreign exchange gains of €66 thousand in 2024 compared to foreign exchange losses of €1,454 thousand in 2023), and (v) €905 thousand from lower other foreign exchange losses primarily related to transactions in foreign currencies. Result from investments accounted for using the equity method Result from investments accounted for using the equity method includes the Group’s share of income and loss related to our investments in associates and joint arrangements accounted for using the equity method. The following tables set forth result from investments accounted for using the equity method for the years ended December 31, 2025, 2024 and 2023. For the years ended December 31, Increase/(Decrease) (€ thousands, except percentages) 2025 2024 2023 2025 vs 2024 % 2024 vs 2023 % Result from investments accounted for using the equity method 524 1,061 (2,953) (537) (50.6 %) 4,014 135.9 % Result from investments accounted for using the equity method as % of revenues 0.0 % 0.1 % (0.2 %) 67 2025 compared to 2024 Result from investments accounted for using the equity method for the year ended December 31, 2025 amounted to a profit of €524 thousand, a decrease of €537 thousand compared to a profit of €1,061 thousand for the year ended December 31, 2024, and primarily related (i) a gain of €261 thousand in 2025 relating to the Group’s investment in Filati Biagioli Modesto S.p.A., compared to a gain of €900 thousand in 2024, (ii) a gain of €231 thousand in 2025 relating to the Group’s investment in Norda Run compared to a gain of €174 thousand in 2024 (the Group increased its interest in the company from 25% to 32.5% in 2025), and (iii) a gain of €32 thousand in 2025 relating to the Group’s investment in Luigi Fedeli e Figlio S.r.l., compared to a loss of €13 thousand in 2024. 2024 compared to 2023 Result from investments accounted for using the equity method for the year ended December 31, 2024 amounted to a profit of €1,061 thousand, an improvement of €4,014 thousand compared to a loss of €2,953 thousand for the year ended December 31, 2023, and primarily related to a gain of €900 thousand in 2024 relating to the Group’s investment in Filati Biagioli Modesto S.p.A. including the effects of an increase in the interest owned by the Group from 40% to 45% following the conversion of a previous equity contribution into share capital, compared to a loss of €712 thousand in 2023, as well as a loss of €2,587 thousand in 2023 relating to the Group’s 15% interest in TFI prior to the TFI Acquisition (including transaction costs incurred by TFI prior to the closing of the TFI Acquisition). Income taxes Income taxes include the current taxes on the results of the Group’s operations and any changes in deferred income taxes. The following table sets forth income taxes for the years ended December 31, 2025, 2024 and 2023. For the years ended December 31, (Increase)/Decrease (€ thousands, except percentages) 2025 2024 2023 2025 vs 2024 % 2024 vs 2023 % Income taxes (30,555) (39,747) (33,433) 9,192 23.1 % (6,314) (18.9 %) Income taxes as % of revenues (1.6 %) (2.0 %) (1.8 %) 2025 compared to 2024 Income taxes for the year ended December 31, 2025 amounted to €30,555 thousand compared to €39,747 thousand for the year ended December 31, 2024, of which €27,687 thousand and €37,821 thousand, respectively, related to corporate income taxes in Italy (the Italian Corporate Income Tax (“IRES”)) and other countries in which the Group operates and €2,868 thousand and €1,926 thousand, respectively, related to the Italian Regional Income Tax (“IRAP”), which is calculated on a measure of income defined by the Italian Civil Code as the difference between operating revenues and costs, before financial income and expense, the cost of fixed term employees, credit losses and any interest included in lease payments. The effective tax rate was 21.8% for the year ended December 31, 2025 compared to 30.4% for the year ended December 31, 2024 (the effective tax rate net of IRAP was 19.8% for the year ended December 31, 2025 compared to 29.0% for the year ended December 31, 2024). The decrease in the effective tax rate in 2025 compared to 2024 was primarily driven by (i) higher non-taxable income in 2025 relating to the remeasurement of the put option liabilities on non-controlling interests of Thom Browne and Dondi, (ii) lower charges for uncertain tax positions, and (iii) the decrease in the withholding tax rate on dividends resulting from the double tax treaty between Italy and China. 2024 compared to 2023 Income taxes for the year ended December 31, 2024 amounted to €39,747 thousand compared to €33,433 thousand for the year ended December 31, 2023, of which €37,821 thousand and €28,943 thousand, respectively, related to general corporate income taxes in Italy and other countries in which the Group operates and €1,926 thousand and €4,490 thousand, respectively, related to IRAP. 68 The effective tax rate was 30.4% for the year ended December 31, 2024 compared to 19.8% for the year ended December 31, 2023 (the effective tax rate net of IRAP was 29.0% for the year ended December 31, 2024 compared to 17.1% for the year ended December 31, 2023). The increase in the effective tax rate in 2024 compared to 2023 was primarily driven by (i) lower non-taxable income recognized in 2024 from the remeasurement of the put option liabilities on non-controlling interests of Thom Browne and Dondi, (ii) a higher proportion of taxable income in jurisdictions with higher tax rates compared to the previous year, including the effects of certain jurisdictions raising corporate tax rates in response to Pillar Two tax rules which aim to raise the minimum level of tax applicable to companies, and (iii) higher deferred tax assets not recognized in 2024 compared to 2023, partially offset by (iv) higher deferred tax assets recognized from previous years. Results by Segment The following tables set forth revenues (before intersegment eliminations), Adjusted EBIT and Adjusted EBIT Margin by segment for the years ended December 31, 2025, 2024 and 2023. For the years ended December 31, Increase/(Decrease) (€ thousands, except percentages) 2025 2024 2023 2025 vs 2024 % Organic 2024 vs 2023 % Organic Revenues Zegna 1,363,177 1,348,839 1,322,045 14,338 1.1 % 3.7 % 26,794 2.0 % 2.5 % Thom Browne 268,899 314,818 380,287 (45,919) (14.6 %) (12.1 %) (65,469) (17.2 %) (20.8 %) Tom Ford Fashion 317,056 314,514 235,544 2,542 0.8 % 3.1 % 78,970 33.5 % (0.7 %) Intersegment eliminations (32,185) (31,524) (33,327) (661) n.m. (*) n.m. 1,803 n.m. n.m. Total revenues 1,916,947 1,946,647 1,904,549 (29,700) (1.5 %) 1.1 % 42,098 2.2 % (1.9 %) ______________________ (*) Throughout this document “n.m.” means not meaningful For the years ended December 31, Increase/(Decrease) (€ thousands, except percentages) 2025 2024 2023 2025 vs 2024 % 2024 vs 2023 % Adjusted EBIT Zegna 196,708 187,598 193,466 9,110 4.9 % (5,868) (3.0 %) Thom Browne 952 27,319 58,969 (26,367) (96.5 %) (31,650) (53.7 %) Tom Ford Fashion (15,539) (10,116) (1,741) (5,423) (53.6 %) (8,375) n.m. Corporate (19,044) (19,977) (30,423) 933 4.7 % 10,446 (34.3 %) Intersegment eliminations (117) (804) (59) 687 85.4 % (745) n.m. Total Adjusted EBIT 162,960 184,020 220,212 (21,060) (11.4 %) (36,192) (16.4 %) Adjusted EBIT Margin Zegna 14.4 % 13.9 % 14.6 % Thom Browne 0.4 % 8.7 % 15.5 % Tom Ford Fashion (4.9 %) (3.2 %) (0.7 %) Total Adjusted EBIT Margin 8.5 % 9.5 % 11.6 % For additional information relating to Adjusted EBIT and Adjusted EBIT Margin, which are non-IFRS financial measures, see “—Non-IFRS Financial Measures—Adjusted EBIT and Adjusted EBIT Margin.” The following is a discussion of revenues, Adjusted EBIT and Adjusted EBIT Margin for each segment for the year ended December 31, 2025 as compared to the year ended December 31, 2024, and for the year ended December 31, 2024 as compared to the year ended December 31, 2023. 69 Zegna segment The following table sets forth revenues, Adjusted EBIT and Adjusted EBIT Margin of the Zegna segment for the years ended December 31, 2025, 2024 and 2023 (before intersegment eliminations). For the years ended December 31, Increase/(Decrease) (€ thousands, except percentages) 2025 2024 2023 2025 vs 2024 % 2024 vs 2023 % Revenues (before intersegment eliminations) 1,363,177 1,348,839 1,322,045 14,338 1.1 % 26,794 2.0 % Adjusted EBIT 196,708 187,598 193,466 9,110 4.9 % (5,868) (3.0 %) Adjusted EBIT Margin 14.4 % 13.9 % 14.6 % Revenues 2025 compared to 2024 Revenues (before intersegment eliminations) for the Zegna segment for the year ended December 31, 2025 amounted to €1,363,177 thousand, an increase of €14,338 thousand or +1.1% (+3.7% Organic), compared to €1,348,839 thousand for the year ended December 31, 2024. The increase in revenues (before intersegment eliminations) for the Zegna segment was primarily attributable to: (i)an increase in the ZEGNA brand DTC channel of €40,967 thousand or +4.1% (+7.4% Organic), reflecting the positive performance of existing stores and the continued demand for the brand collections, as well as our Su Misura offerings. By geographic area, the increase in revenues in ZEGNA brand was driven by the Americas and EMEA, including strong performance in the Middle East, partially offset by the performance in the Greater China Region, which continued to be impacted by challenges for the luxury sector, and the Group’s decision to optimize its DTC network in the region; partially offset by: (ii)a decrease in the ZEGNA brand wholesale branded channel of €23,106 thousand or -14.5% (-12.5% Organic) primarily reflecting (a) the conversion from wholesale to DTC of several stores in Canada in the second half of 2024, (b) the decision to limit the distribution of certain iconic products in order to preserve their exclusivity, and (c) lower sales to Saks Global following changes in the customer’s operating and financial circumstances, and (iii)a decrease in Textile of €3,693 thousand or -2.7%, driven by lower orders for new collections compared to the previous year, reflecting challenges and uncertainties which continue to affect the demand of textile products from luxury brands. 2024 compared to 2023 Revenues (before intersegment eliminations) for the Zegna segment for the year ended December 31, 2024 amounted to €1,348,839 thousand, an increase of €26,794 thousand or +2.0% (+2.5% Organic), compared to €1,322,045 thousand for the year ended December 31, 2023. The increase in revenues (before intersegment eliminations) for the Zegna segment was primarily attributable to: (i)an increase in the ZEGNA brand DTC channel of €58,995 thousand or +6.2% (+6.1% Organic), reflecting growth in EMEA (including strong performance in the Middle East), the Americas (primarily the United States) and Japan, as well as an expansion of the store network with 28 net DTC store openings, including the conversion from wholesale to DTC of 16 stores in South Korea starting from January 1, 2024 and 9 Harry Rosen stores in Canada in the second half of 2024 (281 DOSs at December 31, 2024 compared to 253 DOSs at December 31, 2023), partially offset by the performance in the Greater China Region, which continued to be impacted by challenges for the luxury sector; 70 partially offset by: (ii)a decrease in the ZEGNA brand wholesale branded channel of €4,764 thousand or -2.9% (+2.5% Organic) primarily reflecting the aforementioned conversion from wholesale to DTC of 16 stores in South Korea starting from January 1, 2024 and 9 Harry Rosen stores in Canada in the second half of 2024, partially offset by the positive performance in Rest of APAC, EMEA and the United States; (iii)a decrease in Textile of €12,936 thousand or -8.6%, driven by lower orders for new collections compared to the previous year across several textile brands, reflecting challenges and uncertainties currently affecting the luxury sector, and (iv)a decrease in Other revenues of €14,501 thousand or -23.6%, primarily due to lower orders for third-party brands, as well as fewer purchases from the Thom Browne segment, partially offset by higher orders from the Tom Ford Fashion segment. Adjusted EBIT and Adjusted EBIT Margin 2025 compared to 2024 Adjusted EBIT for the Zegna segment amounted to €196,708 thousand for the year ended December 31, 2025, an increase of €9,110 thousand or +4.9% compared to €187,598 thousand for the year ended December 31, 2024. Adjusted EBIT Margin was 14.4% and 13.9%, respectively. The increase in Adjusted EBIT for the Zegna segment was primarily attributable to: (i)higher revenues of €14,338 thousand as further described above, and (ii)an improved gross profit margin due to (a) a higher proportion of DTC sales as described above, which have higher gross profit margins compared to wholesale, (b) the recognition of a government grant of €4,103 thousand in 2025 to offset research and development costs expensed relating to product innovation in Italy as part of the National Recovery and Resilience Plan funds, and (c) a lower incidence of revenues from outlet stores in the ZEGNA DTC channel, partially offset by (d) negative foreign exchange impact; partially offset by: (iii)an increase in selling, general and administrative expenses primarily driven by (a) higher variable costs primarily attributable to sales commissions and variable leases reflecting the growth in the ZEGNA brand DTC channel, in particular in EMEA and Americas, (b) investments in information technology and digital transformation projects, partially offset by (c) a decrease in certain discretionary costs, and (d) a positive impact from foreign currency exchange rates during the period, primarily due to the appreciation of the Euro against several currencies in which the segment operates, and mainly the U.S. Dollar, the Chinese Renminbi and Japanese Yen. In 2025, selling, general and administrative expenses for the Zegna segment include €3,184 thousand relating to provisions for expected losses on trade receivables from Saks Global, following its voluntary filing for reorganization under Chapter 11 of the U.S. Bankruptcy Code in January 2026. 2024 compared to 2023 Adjusted EBIT for the Zegna segment amounted to €187,598 thousand for the year ended December 31, 2024, a decrease of €5,868 thousand or -3.0% compared to €193,466 thousand for the year ended December 31, 2023. Adjusted EBIT Margin was 13.9% and 14.6%, respectively. The decrease in Adjusted EBIT for the Zegna segment was primarily attributable to: (i)an increase in selling, general and administrative expenses driven by (a) higher costs to support the expansion of the ZEGNA brand with 28 net store openings at December 31, 2024 compared to December 31, 2023, including costs to convert 16 stores in South Korea from wholesale to DTC starting from January 1, 2024 and (b) costs incurred for business and organizational development, including hiring new personnel and a global retail convention for ZEGNA 71 DTC sales personnel that was held in Milan in the first half of 2024 (no such event was held in 2023), as well as investments in information technology and digital transformation projects, and partially offset by: (ii)higher revenues of €26,794 thousand as further described above, and (iii)an improved gross profit margin due to a higher proportion of DTC sales, which have higher margins compared to wholesale. Aligned with its brand strategy, the Zegna segment continued investing significantly in marketing activities in 2024, with a particular focus on enhancing the brand experience and engagement for the ZEGNA brand. Selected initiatives during 2024 included the following: (i)Milan Design Week 2024 – Salone del Mobile. During the Milan Design Week, ZEGNA significantly enhanced its brand presence and visibility by hosting an immersive exhibition at its headquarters and unveiling the new flowerbeds in Piazza del Duomo. This initiative is part of ZEGNA’s role as the official curator of the iconic Piazza Duomo flowerbeds for the next three years; (ii)the launch of the special edition BORN IN OASI ZEGNA book which recalls over 100 years of the brand’s heritage, and (iii)two VILLA ZEGNA events, in Shanghai and New York, reflecting ZEGNA’s new approach to interacting with customers by offering immersive experiences connected with the brand. Thom Browne segment The following table sets forth revenues, Adjusted EBIT and Adjusted EBIT Margin of the Thom Browne segment for the years ended December 31, 2025, 2024 and 2023 (before intersegment eliminations). For the years ended December 31, Increase/(Decrease) (€ thousands, except percentages) 2025 2024 2023 2025 vs 2024 % 2024 vs 2023 % Revenues (before intersegment eliminations) 268,899 314,818 380,287 (45,919) (14.6 %) (65,469) (17.2 %) Adjusted EBIT 952 27,319 58,969 (26,367) (96.5 %) (31,650) (53.7 %) Adjusted EBIT Margin 0.4 % 8.7 % 15.5 % Revenues 2025 compared to 2024 Revenues (before intersegment eliminations) for the Thom Browne segment for the year ended December 31, 2025 amounted to €268,899 thousand, a decrease of €45,919 thousand or -14.6% (-12.1% Organic), compared to €314,818 thousand for the year ended December 31, 2024. The decrease in revenues (before intersegment eliminations) for the Thom Browne segment was primarily attribute to: (i)a decrease in the wholesale branded channel of €51,346 thousand or -39.9% (-39.7% Organic), primarily reflecting the decision to increase focus on the DTC channel while streamlining the wholesale business; partially offset by: (ii)an increase in the DTC channel of €5,427 thousand or +2.9% (+7.9% Organic), reflecting the expansion of the DTC store network with 7 net store openings (123 DTC stores at December 31, 2025 compared to 116 DTC stores at 72 December 31, 2024), including stores in New York (Madison Avenue), Palm Beach, Los Angeles and Tokyo Ginza, as well as the conversion from wholesale to DTC of 6 stores in Canada in the second half of 2024, partially offset by the performance in the Greater China Region, which continued to be impacted by challenges for the luxury sector, and the Group’s decision to optimize its DTC network in the region. 2024 compared to 2023 Revenues (before intersegment eliminations) for the Thom Browne segment for the year ended December 31, 2024 amounted to €314,818 thousand, a decrease of €65,469 thousand or -17.2% (-20.8% Organic), compared to €380,287 thousand for the year ended December 31, 2023. The decrease in revenues (before intersegment eliminations) for the Thom Browne segment was primarily attribute to: (i)a decrease in the wholesale branded channel of €68,113 thousand or -34.6% (-33.2% Organic), primarily reflecting the decision to streamline the wholesale business and the conversion of 17 stores from wholesale to DTC following the acquisition of the Thom Browne business in South Korea in the second half of 2023; partially offset by: (ii)an increase in the DTC channel of €2,644 thousand or +1.4% (-7.6% Organic), driven by strong performance in Japan, an increase of €21,785 thousand from the Thom Browne business in South Korea, which was acquired in the second half of 2023 and its 17 stores were subsequently converted from wholesale to DTC following an agreement with the former franchise partner, as well as an expansion of the store network with 30 net DTC store openings (116 DOSs at December 31, 2024 compared to 86 DOSs at December 31, 2023, which included the conversion from wholesale to DTC of the Saks Fifth Avenue store in New York, as well as the conversion of 13 Nordstrom stores in the United States and 6 Holt Renfrew stores in Canada, the majority of which are significantly smaller than the average store size in the brand’s DTC network), partially offset by performance in the Greater China Region which continued to be impacted by challenging conditions for the luxury sector. Adjusted EBIT and Adjusted EBIT Margin 2025 compared to 2024 Adjusted EBIT for the Thom Browne segment amounted to €952 thousand for the year ended December 31, 2025, a decrease of €26,367 thousand or -96.5% compared to €27,319 thousand for the year ended December 31, 2024. Adjusted EBIT Margin was 0.4% and 8.7%, respectively. The decrease in Adjusted EBIT for the Thom Browne segment was primarily attributable to: (i)lower revenues of €45,919 thousand as further described above; partially offset by: (ii)an improved gross profit margin due to a higher proportion of DTC sales as described above, which have higher gross profit margins compared to wholesale, and (iii)a decrease in selling, general and administrative expenses primarily driven by (a) lower costs relating to long-term incentives to management (including equity-settled share-based payments), (b) the effects of actions taken by management to prudently manage and contain costs in light of the challenging conditions currently impacting the luxury sector, which resulted in a decrease in certain discretionary costs, and (c) a positive impact from foreign currency exchange rates during the period, primarily due to the appreciation of the Euro against several currencies in which the segment operates, and mainly the U.S. Dollar, the Chinese Renminbi, the Japanese Yen and the South Korean Won, partially offset by (d) higher costs to support the expansion of the Thom Browne DTC channel, including 7 net store openings (123 DTC stores at December 31, 2025 compared to 116 DTC stores at December 31, 2024). In 2025, selling, general and administrative expenses for the Thom Browne segment include €2,152 thousand 73 relating to provisions for expected losses on trade receivables from Saks Global, following its voluntary filing for reorganization under Chapter 11 of the U.S. Bankruptcy Code in January 2026. 2024 compared to 2023 Adjusted EBIT for the Thom Browne segment amounted to €27,319 thousand for the year ended December 31, 2024, a decrease of €31,650 thousand or -53.7% compared to €58,969 thousand for the year ended December 31, 2023. Adjusted EBIT Margin was 8.7% and 15.5%, respectively. The decrease in Adjusted EBIT for the Thom Browne segment was primarily attributable to: (i)lower revenues of €65,469 thousand as further described above; (ii)higher selling, general and administrative expenses to support the expansion of the DTC network with 30 net store openings at December 31, 2024 compared to December 31, 2023, including costs for the aforementioned conversion of 17 stores from wholesale to DTC in the second half of 2023 following the acquisition of the Thom Browne business in South Korea and the conversion in 2024 of the Saks Fifth Avenue store in New York, as well as 13 Nordstrom stores in the United States and 6 Holt Renfrew stores in Canada, and (iii)a marginal increase in marketing expenses. Selected marketing-related initiatives during 2024 included the following: (a)Milan Design Week 2024 – Thom Browne hosted a unique installation to announce the launch of its home furnishing collection through a collaboration with Frette, a 160-year-old Italian label, and (b)Fashion shows – In 2024, Thom Browne presented two Fashion shows, the first during the New York Fashion week and the second during the Fall Couture week in Paris, with an immersive experience centered on the muslin fabric and with influences of the Olympic games. partially offset by: (iv)lower write-downs of inventory driven by improved inventory management, and (v)lower costs for long-term incentives to management and variable remuneration. Tom Ford Fashion segment The following table sets forth revenues, Adjusted EBIT and Adjusted EBIT Margin of the Tom Ford Fashion segment for the years ended December 31, 2025, 2024 and 2023 (before intersegment eliminations). For the years ended December 31, Increase/(Decrease) (€ thousands, except percentages) 2025 2024 2023 2025 vs 2024 % 2024 vs 2023 % Revenues (before intersegment eliminations) 317,056 314,514 235,544 2,542 0.8 % 78,970 33.5 % Adjusted EBIT (15,539) (10,116) (1,741) (5,423) (53.6 %) (8,375) (481.0 %) Adjusted EBIT Margin (4.9 %) (3.2 %) (0.7 %) Revenues 2025 compared to 2024 Revenues (before intersegment eliminations) for the Tom Ford Fashion segment amounted to €317,056 thousand for the year ended December 31, 2025, an increase of €2,542 thousand or +0.8% (+3.1% Organic), compared to €314,514 thousand for the year ended December 31, 2024. 74 The increase in revenues (before intersegment eliminations) for the Tom Ford Fashion segment was primarily attributable to: (i)an increase in the DTC channel of €11,913 thousand or +5.9% (+9.8% Organic), reflecting (a) the positive performance of existing stores, (b) the benefit of full year contribution in 2025 of several stores that were opened during the 2024, including several conversions from wholesale to DTC, and (c) the expansion of the DTC store network with 2 net store openings in 2025 (66 DTC stores at December 31, 2025 compared to 64 DTC stores at December 31, 2024); partially offset by: (ii)a decrease in the wholesale branded channel of €9,371 thousand or -8.2% (-8.3% Organic), primarily reflecting (a) the strategy to strengthen direct control over distribution, including the conversion of several stores from wholesale to DTC, and (b) lower sales to Saks Global following changes in the customer’s operating and financial circumstances. 2024 compared to 2023 Revenues (before intersegment eliminations) for the Tom Ford Fashion segment amounted to €314,514 thousand for the year ended December 31, 2024, an increase of €78,970 thousand or +33.5% (-0.7% Organic), compared to €235,544 thousand for the year ended December 31, 2023. The increase in revenues (before intersegment eliminations) for the Tom Ford Fashion segment was primarily attributable to: (i)an increase in the DTC channel of €64,011 thousand or +47.0% (+5.1% Organic), primarily benefiting from a full year contribution in 2024 compared to eight months and two days in 2023 following completion of the TFI Acquisition on April 28, 2023, and +5.1% Organic Growth driven by positive performance in the United States and EMEA, as well as the expansion of the DTC store network with 13 net store openings (64 DTC stores at December 31, 2024 compared to 51 DTC stores at December 31, 2023), and (ii)an increase in the wholesale branded channel of €14,959 thousand or +15.1% (-8.5% Organic), primarily benefiting from a full year contribution in 2024 compared to eight months and two days in 2023 following completion of the TFI Acquisition on April 28, 2023, while Organic Growth was -8.5% primarily due to the conversion of two wholesale stores into retail in the third quarter of 2024 (Harrods in London (men) and Saks Fifth Avenue in New York (women)), as well as lower shipments for the Fall/Winter 2024 collection ahead of the new collection revealed in March 2025 by the new creative director, Haider Ackermann. Adjusted EBIT and Adjusted EBIT Margin 2025 compared to 2024 Adjusted EBIT for the Tom Ford Fashion segment amounted to €(15,539) thousand for the year ended December 31, 2025, a decrease of €5,423 thousand compared to €(10,116) thousand for the year ended December 31, 2024. Adjusted EBIT Margin was (4.9%) and (3.2%), respectively. The decrease in Adjusted EBIT for the Tom Ford Fashion segment was primarily attributable to: (i)an increase in selling, general and administrative expenses primarily driven by (a) higher costs to support the expansion of the DTC network, reflecting a full period of operating costs in 2025 for stores that were opened in 2024 (13 net store openings) and 2 net store openings in 2025, (b) a full period of certain operating costs relating to investments made throughout 2024 to reinforce business functions and processes, and (c) investments in information technology and digital transformation projects, partially offset by (d) a positive impact from foreign currency exchange rates during the period, primarily due to the appreciation of the Euro against several currencies in which the segment operates, and mainly the U.S. Dollar. In 2025, selling, general and administrative expenses for the Tom Ford Fashion segment include €4,741 thousand relating to provisions for expected losses on trade receivables from 75 Saks Global, following its voluntary filing for reorganization under Chapter 11 of the U.S. Bankruptcy Code in January 2026; partially offset by: (iii) higher revenues of €2,542 thousand as further described above, and (iv) lower costs relating to the acquisition method of accounting for the TFI Acquisition, which were zero in 2025 compared to €3,591 thousand in 2024 impacting cost of sales. 2024 compared to 2023 Adjusted EBIT for the Tom Ford Fashion segment amounted to €(10,116) thousand for the year ended December 31, 2024, a decrease of €8,375 thousand compared to €(1,741) thousand for the year ended December 31, 2023. Adjusted EBIT Margin was (3.2%) and (0.7%), respectively. The decrease in Adjusted EBIT for the Tom Ford Fashion segment was primarily attributable to: (i)an increase in selling, general and administrative expenses reflecting (a) a full year contribution in 2024 compared to eight months and two days in 2023 and (b) additional costs for integration, business expansion (13 net DTC store openings, partially offset by 6 net wholesale store closures), and to reinforce corporate governance, retail and other business functions, as well as to increase personnel subsequent to the TFI Acquisition in April 2023, and (ii)higher marketing expenses reflecting a full year contribution in 2024 compared to eight months and two days in 2023. Selected marketing-related initiatives during 2024 included the following: (a)Fashion shows – In February 2024, TOM FORD hosted a fashion show in Milan, during the Milan fashion week, and (b)Events – Throughout the year, TOM FORD FASHION hosted various in-store events to celebrate key openings, including the October event for the launch of the China World Chinese flagship. partially offset by: (iii)higher revenues of €78,970 thousand as further described above. Corporate Corporate includes costs for certain central corporate functions that are not directly attributable to the Group’s operating segments. These corporate costs amounted to €19,044 thousand, €19,977 thousand and €30,423 thousand for the years ended December 31, 2025, 2024 and 2023. The decrease in corporate costs in 2025 compared to 2024 is mainly due to lower costs related to insurance coverage for directors and officers. Corporate costs primarily relate to the compensation of the Group’s Board of Directors and costs for functions that are managed centrally on behalf of the entire Group, including general counsel, central finance, internal audit, investor relations, insurance coverage for directors and officers, compliance and certain other centralized activities, such as those related to being a public company, for which the costs are not allocated to the segments. Certain other costs to reinforce the corporate governance and certain functions within the Group are directly attributable to individual segments and were allocated accordingly to the operating segments, as further described in “—Zegna segment”, “—Thom Browne segment” and “—Tom Ford Fashion segment” above. 76 B. Liquidity and Capital Resources Overview The Group’s principal sources of liquidity are cash flows from operations, borrowings available under bank credit lines and other forms of indebtedness, as well as available cash and cash equivalents. Liquidity is required to meet the Group’s obligations and to fund its business. Short‑term liquidity is primarily used to fund ongoing operating requirements, including the purchase of raw materials, consumables and goods for production, personnel costs, and other operating expenses. In addition to its general working capital and operational needs, the Group uses cash for the following purposes: (i) capital expenditures to support its existing and future commercial network and production facilities, as well as for information and technology infrastructure, (ii) principal and interest payments under its financial obligations, (iii) acquisitions, and (iv) returns of capital to shareholders, primarily through dividends, although the Group may also return capital to shareholders through share repurchases or other corporate activities. Capital expenditures are primarily related to the opening of new stores and the renovation of existing stores, investments in production facilities to support new technologies and evolving operational needs, and upgrades to information technology systems. The Group believes its cash generation, together with its available liquidity, will be sufficient to meet its short-term and long-term liquidity requirements, including its financial obligations, operating needs, and planned capital expenditures, for the foreseeable future. In recent years, the Group has reduced its overall debt and refinanced a portion of its short‑term maturities through bilateral committed revolving credit facilities. These facilities are intended to lower financing costs while maintaining adequate liquidity, operational flexibility, and capacity to support future expansion initiatives. Cash Flows The following table summarizes the cash flows from or used in operating, investing and financing activities for each of the years ended December 31, 2025, 2024 and 2023. For additional information relating to the Group’s cash flows, see the consolidated cash flow statement and accompanying notes to the Consolidated Financial Statements included elsewhere in this annual report on Form 20-F. For the years ended December 31 Increase/(Decrease) (€ thousands) 2025 2024 2023 2025 vs 2024 2024 vs 2023 Net cash flows from operating activities 335,559 279,129 275,382 56,430 3,747 Net cash flows (used in)/from investing activities (109,915) (126,014) 21,786 16,099 (147,800) Net cash flows used in financing activities (215,054) (234,534) (250,494) 19,480 15,960 Effects of exchange rate changes on cash and cash equivalents (9,599) 4,270 (4,716) (13,869) 8,986 Net increase/(decrease) in cash and cash equivalents 991 (77,149) 41,958 78,140 (119,107) Cash and cash equivalents at the beginning of the year 219,130 296,279 254,321 (77,149) 41,958 Cash and cash equivalents at the end of the year 220,121 219,130 296,279 991 (77,149) Net cash flows from operating activities 2025 compared to 2024 Net cash flows from operating activities amounted to €335,559 thousand in 2025 compared to €279,129 thousand in 2024. The positive change of €56,430 thousand between periods was primarily attributable to the combined effects of: (i)€43,402 thousand from a positive change in cash flows from other operating assets and liabilities (cash absorbed of €42,971 thousand in 2025 compared to cash absorbed of €86,373 thousand in 2024, which included bonuses earned by key management in previous years that were paid in 2024); (ii)€29,078 thousand from a positive change in cash flows used by inventories, trade receivables and trade payables (cash absorbed of €2,488 thousand in 2025 compared to €31,566 thousand in 2024), and 77 (iii)lower taxes paid of €15,322 thousand (€37,450 thousand in 2025 compared to €52,772 thousand in 2024); partially offset by: (iv)a decrease in profit excluding non-cash items of €29,922 thousand (€458,058 thousand in 2025 compared to €487,980 thousand in 2024, and (v)higher interest paid of €1,450 thousand (€39,590 thousand in 2025 compared to €38,140 thousand in 2024). 2024 compared to 2023 Net cash flows from operating activities amounted to €279,129 thousand in 2024 compared to €275,382 thousand in 2023. The positive change of €3,747 thousand between periods was primarily attributable to the combined effects of: (i)€80,556 thousand from a positive change in cash flows used by inventories, trade receivables and trade payables (cash absorbed of €31,566 thousand in 2024 compared to €112,122 thousand in 2023), primarily driven by improved inventory management in 2024 and actions taken in the prior year to build up raw materials and finished products in order to support the growth of the business, including inventory of the Essentials collections in line with the Zegna One Brand strategy and the classic collections of Thom Browne, and (ii)lower taxes paid of €1,216 thousand (€52,772 thousand in 2024 compared to €53,988 thousand in 2023); partially offset by: (iii)€56,608 thousand from a negative change in cash flows from other operating assets and liabilities (cash absorbed of €86,373 thousand in 2024 compared to cash absorbed of €29,765 thousand in 2023), including bonuses earned by key management in previous years that were paid in 2024; (iv)a decrease in profit excluding non-cash items of €12,443 thousand (€487,980 thousand in 2024 compared to €500,423 thousand in 2023), and (v)higher interest paid of €8,974 thousand (€38,140 thousand in 2024 compared to €29,166 thousand in 2023). Net cash flows (used in)/from investing activities 2025 compared to 2024 Net cash flows used in investing activities amounted to €109,915 thousand in 2025 compared to net cash flows used in investing activities of €126,014 thousand in 2024. The positive change of €16,099 thousand between periods was primarily attributable to the combined effects of: (i)lower payments for investments in property, plant and equipment of €19,600 thousand (€80,504 thousand in 2025 compared to €100,104 thousand in 2024). For additional information relating to the Group’s investments see “Item 5.B—Liquidity and Capital Resources—Capital Expenditure”; (ii)lower net cash outflows from business combinations (net of cash acquired) of €19,307 thousand (zero in 2025 compared to €19,307 thousand in 2024, of which €9,727 thousand related to the acquisition of the ZEGNA business in South Korea and €9,580 thousand related to deferred consideration paid for the prior year acquisition of the Thom Browne business in South Korea); (iii)lower payments for acquisitions of current financial assets and derivative instruments of €11,206 thousand (€15,135 thousand in 2025 compared to €26,341 thousand in 2024); (iv)lower payments for investments in intangible assets of €3,033 thousand (€22,392 thousand in 2025 compared to €25,425 thousand in 2024). For additional information relating to the Group’s investments see “Item 5.B— Liquidity and Capital Resources- Capital Expenditure”, and 78 (v)lower net cash used in non-current financial assets of €2,961 thousand (net cash used of €879 thousand in 2025 compared to net cash used of €3,840 thousand in 2024); partially offset by: (vi)lower proceeds from disposals of current financial assets and derivative instruments of €25,115 thousand (proceeds of €16,306 thousand in 2025 compared to proceeds of €41,421 thousand in 2024); (vii)lower proceeds from sale of investment of €7,582 thousand (proceeds of zero in 2025 compared to proceeds of €7,582 thousand in 2024 from the sale of a 45% interest in Sharmoon.EZ.Garments Co. Ltd.); (viii)higher cash used in acquisition of investments accounted for using the equity method of €4,394 thousand (cash used of €4,394 thousand in 2025, including payments of €4,040 thousand for the acquisition of an additional 7.5% interest in Norda Run., compared to zero in 2024), and (ix)higher payments related to right-of-use assets of €2,917 thousand, which were made to enter lease agreements (€2,917 thousand in 2025 compared to zero in 2024). 2024 compared to 2023 Net cash flows used in investing activities amounted to €126,014 thousand in 2024 compared to net cash flows from investing activities of €21,786 thousand in 2023. The negative change of €147,800 thousand between periods was primarily attributable to the combined effects of: (i)lower proceeds from disposals of current financial assets and derivative instruments of €228,896 thousand (€41,421 thousand in 2024 compared to €270,317 thousand in 2023) in line with actions taken in 2023 by the Group to dispose of financial asset securities holdings primarily to fund the TFI Acquisition and capital expenditures, as well as to repay borrowings; (ii)higher payments for investments in property, plant and equipment of €43,070 thousand (€100,104 thousand in 2024 compared to €57,034 thousand in 2023). For additional information relating to the Group’s investments see “Item 5.B—Liquidity and Capital Resources—Capital Expenditure”, and (iii)higher payments for investments in intangible assets of €4,582 thousand (€25,425 thousand in 2024 compared to €20,843 thousand in 2023). For additional information relating to the Group’s investments see “— Liquidity and Capital Resources- Capital Expenditure”; partially offset by: (iv)lower net cash outflows from business combinations (net of cash acquired) of €98,379 thousand (€19,307 thousand in 2024 (of which €9,727 thousand related to the acquisition of the ZEGNA business in South Korea and €9,580 thousand related to deferred consideration paid for the prior year acquisition of the Thom Browne business in South Korea) compared to €117,686 thousand in 2023, of which €109,110 thousand for the TFI Acquisition completed on April 28, 2023 and €7,991 thousand paid for the acquisition of the Thom Browne business in South Korea); (v)payments in 2023 for the acquisition of investments accounted for using the equity method, including €6,580 thousand for the acquisition of a 25% interest in Norda Run, €4,656 thousand for the acquisition of a 15% interest in Luigi Fedeli e Figlio S.r.l. and €4,500 thousand for a capital contribution to Filati Biagioli Modesto S.p.A. For additional information relating to these transactions, see Note 17 — Investments accounted for using the equity method within the Consolidated Financial Statements included elsewhere in this annual report on Form 20-F; (vi)lower payments for acquisitions of current financial assets and derivative instruments of €10,615 thousand (€26,341 thousand in 2024 compared to €36,956 thousand in 2023), and (vii)cash proceeds of €7,582 thousand from the sale of a 45% interest in Sharmoon.EZ.Garments Co. Ltd. 79 Net cash flows used in financing activities 2025 compared to 2024 Net cash flows used in financing activities amounted to €215,054 thousand in 2025 compared to €234,534 thousand in 2024. The positive change of €19,480 thousand between periods was primarily attributable to the combined effects of: (i)higher cash generated from sale of shares held in treasury of €107,216 thousand (€107,216 thousand in 2025 compared to zero in 2024), related to the sale of 14.1 million ordinary shares to Temasek as part of a strategic partnership announced in July 2025 (net of transaction costs of €1.2 million), and (ii)lower payments of €23,502 thousand for the acquisition of non-controlling interests in 2025 (zero in 2025 compared to €23,502 thousand in 2024, which included €22,752 thousand for the acquisition of an additional 2% of the Thom Browne group as a result of Mr. Thom Browne exercising a put option and €750 thousand for the acquisition of the remaining 30% interest in Ermenegildo Zegna Madrid S.A. not previously owned by the Group); partially offset by: (iii)higher net repayments of borrowings of €97,740 thousand (repayments of borrowings net of proceeds of €128,801 thousand in 2025 compared to repayments of borrowings net of proceeds €31,061 thousand in 2024); (iv)higher deferred payments for business combinations of €9,086 thousand (€9,086 thousand in 2025 compared to zero in 2024), related to the acquisition of the Thom Browne business in South Korea; (v)higher payments of lease liabilities of €4,122 thousand (€147,671 thousand in 2025 compared to €143,549 thousand in 2024); (vi)higher dividends paid to non-controlling interest of €700 thousand (€6,832 thousand in 2025 compared to €6,132 thousand in 2024), and (vii)higher dividends paid to owners of the parent of €201 thousand (€30,491 thousand in 2025 compared to €30,290 thousand in 2024). 2024 compared to 2023 Net cash flows used in financing activities amounted to €234,534 thousand in 2024 compared to €250,494 thousand in 2023. The positive change of €15,960 thousand between periods was primarily attributable to the combined effects of: (i)lower net repayments of borrowings of €70,665 thousand (repayments of borrowings net of proceeds of €31,061 thousand in 2024 compared to €101,726 thousand in 2023), primarily reflecting actions taken in 2023 to repay borrowings, primarily with cash proceeds from the disposal of certain financial investments held by the Group; partially offset by: (ii)payments of €23,502 thousand for the acquisition of non-controlling interests in 2024, including €22,752 thousand for the acquisition of an additional 2% of the Thom Browne group as a result of Mr. Thom Browne exercising a put option and €750 thousand for the acquisition of the remaining 30% interest in Ermenegildo Zegna Madrid S.A. not previously owned by the Group; (iii)higher payments of lease liabilities of €17,817 thousand (€143,549 thousand in 2024 compared to €125,732 thousand in 2023); (iv)cash proceeds received in 2023 that did not repeat in 2024: (a) €4,409 thousand from warrant holders exercising 408,667 warrants at an exercise price of $11.50 per ordinary share exchanged, and (b) €3,654 thousand from sales of shares held in treasury, and 80 (v)higher dividends paid to owners of the parent of €5,259 thousand (€30,290 thousand in 2024 compared to €25,031 thousand in 2023). Capital Expenditure Capital expenditure is defined as the sum of cash outflows that result in additions to property, plant and equipment and intangible assets. The following table presents a breakdown of capital expenditure by category for the years ended December 31, 2025, 2024 and 2023: For the years ended December 31, (€ thousands) 2025 2024 2023 Payments for property, plant and equipment 80,504 100,104 57,034 Payments for intangible assets 22,392 25,425 20,843 Capital expenditure 102,896 125,529 77,877 Capital expenditure as % of revenues 5.4 % 6.4 % 4.1 % The Group’s main capital expenditure primarily relates to investments in our store network (new store openings, store renewals or relocations, remodeling or franchising contributions), which amounted to €61 million, €77 million and €48 million for the years ended December 31, 2025, 2024 and 2023, respectively, and primarily related to the Zegna segment. Other relevant investments for the periods presented mainly related to (i) production activities for €19 million, €25 million and €10 million for the years ended December 31, 2025, 2024 and 2023, respectively, including investments for the new luxury footwear and leather goods production facility in Sala Baganza (Parma, Italy), for which the land was acquired in 2024, and (ii) information technology for €13 million, €14 million and €13 million for the years ended December 31, 2025, 2024 and 2023, respectively, and primarily for intangible assets related to digital and business transformation projects. Store network The following table presents capital expenditure to develop our store network split by segment: For the years ended December 31, (€ millions) 2025 2024 2023 Zegna 39 55 41 Thom Browne 14 9 6 Tom Ford Fashion 8 13 1 Capital expenditure related to the store network 61 77 48 Zegna segment The main new store openings in the Zegna segment are presented below: •in 2025: ◦EMEA - Porto Cervo (Italy), Doha (Qatar), shoe corner in Dubai Mall (UAE) and Riyadh Solitaire Mall (Saudi Arabia); ◦Americas - Miami Design District, Troy (United States) and Puebla (Mexico); ◦Greater China Region - Shanghai Plaza 66, Guangzhou Taikoo Hui and Macau; •in 2024: ◦EMEA - Monte Carlo, Riyadh (Saudi Arabia), Astir Marina (Greece), Taormina (Italy), Puerto Banus (Spain), Paris (France), Fiumicino Airport (Italy) and Zurich Airport (Switzerland); ◦Americas - New York Meatpacking District, Honolulu and Miramar (United States); ◦Greater China Region - Nanchang, Nanjing, Shanghai Airport, Wuhan and Hong Kong; ◦Rest of APAC - Kuala Lumpur (Malaysia) and Changi Airport (Singapore); 81 •in 2023: ◦EMEA - Porto (Portugal), St.Moritz (Switzerland), Courchevel (France), Copenhagen (Denmark), Dubai (UAE) and Kuwait City (Kuwait); ◦Americas - New York (three stores, including East Hampton), Beverly Hills and Atlanta (United States); ◦Greater China Region - Beijing, Nanjing, Wuhan, Nanning and Taipei. Thom Browne segment The main new store openings in the Thom Browne segment are presented below: •in 2025: ◦Americas - Los Angeles, Palm Beach and 2 stores on Madison Avenue in New York (United States); ◦EMEA - men and women corners in London Selfridges (UK); ◦Rest of APAC - Tokyo Ginza (Japan); •in 2024: ◦Greater China Region - Beijing, Wuhan, Shenyang, Kunming and Macau; ◦Rest of APAC - Kobe (Japan) and Daejeon (South Korea); ◦Americas - New York Saks 5th Avenue (United States); •in 2023: ◦Greater China Region - Wuhan, Shenzhen, Harbin and Jinan; ◦Rest of APAC - Nagoya and Yokohama (Japan). Tom Ford Fashion segment The main new store openings in the Tom Ford Fashion segment are presented below: •in 2025: ◦EMEA - Puerto Banus (Spain); ◦Americas - Toronto Yorkdale (Canada); ◦Greater China Region - Hong Kong Pacific Place; ◦Rest of APAC - Osaka (Japan) and Busan (South Korea); in 2024: ◦EMEA - Milan, Rome and Taormina (Italy); Madrid (Spain) and London Harrods (United Kingdom); ◦Greater China Region - Beijing, Shanghai, Nanjing and Hangzhou; ◦Rest of APAC - Fukuoka and Kobe (Japan) and Singapore; in 2023: ◦Americas - New York (United States); ◦Rest of APAC - Seoul (South Korea). Contractual Obligations For information on our significant contractual commitments at December 31, 2025 and 2024, see Note 27 — Borrowings and Note 35 — Qualitative and quantitative information on financial risks to the Consolidated Financial Statements included elsewhere in this annual report on Form 20-F. Net Financial Indebtedness/(Cash Surplus) Net Financial Indebtedness/(Cash Surplus) is defined as the sum of financial borrowings (current and non-current) and derivative financial instrument liabilities, net of cash and cash equivalents, derivative financial instrument assets and 82 securities (recorded within other current financial assets in the consolidated statement of financial position). Net Financial Indebtedness/(Cash Surplus) is a non-IFRS financial measure. See “—Non-IFRS Financial Measures” for important information relating to non-IFRS financial measures. The Group’s management believes that Net Financial Indebtedness/(Cash Surplus) is useful in monitoring the Group’s net liquidity position and available financial resources, and assists management, investors and analysts in analyzing and comparing the Group’s financial position and financial resources with those of other companies. The following table presents the calculation of Net Financial Indebtedness/(Cash Surplus) at December 31, 2025 and 2024. At December 31, (€ thousands) 2025 2024 Non-current borrowings 162,123 196,401 Current borrowings 84,066 177,166 Derivative financial instruments — Liabilities 4,576 15,138 Total borrowings and derivative financial instruments 250,765 388,705 Cash and cash equivalents (220,121) (219,130) Derivative financial instruments — Assets (7,055) (1,711) Other current financial assets (Securities) (75,682) (73,639) Total cash and cash equivalents, derivatives financial instruments and other current financial assets (Securities) (302,858) (294,480) Net Financial Indebtedness/(Cash Surplus) (52,093) 94,225 Net Financial Indebtedness/(Cash Surplus) amounted to €(52,093) thousand at December 31, 2025 compared to €94,225 thousand at December 31, 2024, primarily reflecting the combined effects of (i) cash received of €107,216 thousand (net of transaction costs of €1.2 million) from the sale of 14.1 million ordinary shares to Temasek as part of a strategic partnership announced in July 2025, (ii) positive Free Cash Flow of €82,075 thousand, (iii) a positive change in the fair value of derivative financial instruments of €15,906 thousand, and (iv) proceeds of €721 thousand from capital contributions received from non-controlling interests, partially offset by (v) dividends paid to owners of the parent of €30,491 thousand and dividends paid to non-controlling interests of €6,832 thousand, (vi) negative effects from exchange rates on cash and cash equivalents of €9,599 thousand, primarily driven by an appreciation of the Euro compared to the U.S. Dollar and the Chinese Renminbi, (vii) payments of €9,086 thousand for deferred consideration relating to the 2023 acquisition of the Thom Browne business in South Korea, and (viii) payments of €4,040 thousand for the acquisition of an additional 7.5% interest in Norda Run. For additional information relating to the change in cash and cash equivalents, see “Item 5.B—Liquidity and Capital Resources—Cash Flow.” For additional information relating to Free Cash Flow, which is a non-IFRS financial measure, see “Item 5.B—Non-IFRS Financial Measures—Free Cash Flow.” The main components of Net Financial Indebtedness/(Cash Surplus) are further explained below. Borrowings The Group enters into and manages debt facilities centrally in order to satisfy the short and medium-term needs of each of its subsidiaries with an aim of maximizing efficiency and cost-effectiveness. The Group enters into and maintains bilateral committed credit lines with a diversified pool of lenders for a total amount that is considered consistent with the Group’s overall needs and to ensure adequate liquidity is available at any time to satisfy and comply with all of its financial obligations and commitments, as well as guarantee a suitable level of operational flexibility for any expansion programs. 83 The key interest rate terms of the Group’s borrowings and the amount outstanding at December 31, 2025 and 2024 are presented in the tables below based on their maturity dates. (€ thousands, except percentages) Interest rates (bps) Amount Within 1 year Between 1 and 2 years Between 2 and 3 years Between 3 and 4 years Beyond 4 years Fixed 0.75% - 2.95% 12,776 4,693 4,031 4,052 — — Variable 0.78% - 2.01%(1) 233,413 79,373 94,655 54,683 4,702 — At December 31, 2025 246,189 84,066 98,686 58,735 4,702 — ______________________ (1)Represents the spread over the variable component of the interest rate, which is generally based on Euribor. (€ thousands, except percentages) Interest rates (bps) Amount Within 1 year Between 1 and 2 years Between 2 and 3 years Between 3 and 4 years Beyond 4 years Fixed 0.74% - 2.32% 49,441 36,689 4,669 4,031 4,052 — Variable 0.77% - 3.90%(1) 324,126 140,477 79,013 95,232 4,702 4,702 At December 31, 2024 373,567 177,166 83,682 99,263 8,754 4,702 ______________________ (1)Represents the spread over the variable component of the interest rate, which is generally based on Euribor. At December 31, 2025, the Group has committed revolving lines amounting to an aggregate of €335 million with a maturity ranging between 3 to 5 years (€335 million at December 31, 2024 with a maturity ranging between 4 to 6 years). The lines were undrawn at December 31, 2025 (€40 million at December 31, 2024). Certain of these committed revolving lines have interest rates linked to the following two important Environment, Social and Governance (“ESG”) targets previously disclosed by the Group: (i) at least 50% of top priority raw materials are traced to their geography of origin and from lower-impact sources by 2026, and (ii) 100% of the electricity is from renewable sources in Europe and the United States by 2024, a target that was achieved by the Group. As these lines were undrawn, the achievement of the target had a limited impact on interest rates. These lines amounted to €190 million at December 31, 2025 and 2024 and were undrawn. For additional information, see Note 27 — Borrowings to the Consolidated Financial Statements included elsewhere in this annual report on Form 20-F. Debt covenants Certain of the Group’s borrowings and revolving credit lines are subject to financial covenants requiring the Group to maintain a ratio of Net Financial Indebtedness to adjusted EBITDA equal or lower than 3.0x (calculated on an annual basis based on a definition of adjusted EBITDA specified in the related agreements, which may differ from the similarly named non-IFRS financial measure included elsewhere in this annual report), as well as negative pledges, pari passu, cross-default and change of control clauses. Failure to comply with these covenants may require the Group to fully repay the outstanding amounts on demand. At December 31, 2025 and December 31, 2024, the Group had Net Financial Indebtedness/(Cash Surplus) of €(52,093) thousand and €94,225 thousand, respectively, resulting in a ratio of Net Financial Indebtedness to adjusted EBITDA of (0.24)x and 0.40x, respectively, therefore the Group was in compliance with the covenants. Derivative financial instruments The Group enters into certain derivative contracts in the course of its risk management activities, primarily to hedge the interest rate risk on its bank debt and the currency risk on sales made in currencies other than the Euro. The Group only enters into these contracts for hedging purposes as the Group’s financial management policy does not permit trading in financial instruments for speculative purposes. Derivative financial instruments meeting the hedge requirements of IFRS 9 — Financial Instruments (“IFRS 9”) are accounted for using hedge accounting. Changes in the fair value of derivative financial instruments not qualifying for hedge accounting are recognized in profit or loss in the relevant reporting period. The interest rate and currency derivatives used by the Group are over the counter (“OTC”) instruments, meaning those negotiated bilaterally with market counterparties, and the determination of their current value is based on valuation techniques that use input parameters (such as interest rate curves, foreign exchange rates, etc.) observable on the market (level 2 of the fair value hierarchy defined in IFRS 13 — Fair Value Measurement). Derivatives are measured at fair value each reporting date by 84 taking as a reference the applicable foreign currency exchange rates or the interest rates and yield curves observable at commonly quoted intervals. The following table presents the Group’s outstanding hedges at December 31, 2025 and 2024. At December 31, 2025 2024 (€ thousands) Notional Amount Positive Fair Value Negative Fair Value Notional Amount Positive Fair Value Negative Fair Value Foreign currency exchange risk Foreign currency derivatives 835,812 6,993 (4,315) 756,316 1,596 (14,699) Interest rate risk Interest rate swaps 81,295 62 (261) 82,631 115 (439) Total derivatives instruments - Asset/(Liabilities) 917,107 7,055 (4,576) 838,947 1,711 (15,138) For additional information relating to derivative financial instruments, see Note 21 — Derivative financial instruments to the Consolidated Financial Statements, included elsewhere in this annual report on Form 20-F. Cash and cash equivalents The table below presents a breakdown of the Group’s cash and cash equivalents at December 31, 2025 and 2024. At December 31, Increase/(Decrease) (€ thousands, except percentages) 2025 2024 2025 vs 2024 % Cash on hand 1,667 2,465 (798) (32.4 %) Bank balances 218,454 216,665 1,789 0.8 % Cash and cash equivalents 220,121 219,130 991 0.5 % The Group may be subject to restrictions which limit its ability to use cash. In particular, cash held in China is subject to certain repatriation restrictions and may only be repatriated as dividends. The Group does not believe that such transfer restrictions have any adverse impacts on its ability to meet liquidity requirements. Cash held in China at December 31, 2025 amounted to €27,668 thousand (€22,105 thousand at December 31, 2024). 85 Other current financial assets (Securities) The table below sets forth the breakdown of the Group’s securities included within Net Financial Indebtedness/(Cash Surplus), which are recorded within other current financial assets, at December 31, 2025 and 2024. At December 31, Increase/(Decrease) (€ thousands, except percentages) 2025 2024 2025 vs 2024 % Fair value through profit and loss Private equity 21,565 23,954 (2,389) (10.0 %) Private debt 11,720 10,395 1,325 12.7 % Hedge funds 11,370 10,285 1,085 10.5 % Real estate funds 10,005 9,713 292 3.0 % Money market funds 10,713 3,864 6,849 177.3 % Equity 3,262 3,204 58 1.8 % Total fair value through profit and loss 68,635 61,415 7,220 11.8 % Fair value through other comprehensive income/(loss) Fixed income 3,896 6,439 (2,543) (39.5 %) Floating income 3,151 5,785 (2,634) (45.5 %) Total fair value through other comprehensive income/(loss) 7,047 12,224 (5,177) (42.4 %) Securities (recorded within other current financial assets) 75,682 73,639 2,043 2.8 % For additional information relating to the Group’s securities, see Note 22 — Other current financial assets to the Consolidated Financial Statements, included elsewhere in this annual report on Form 20-F. Off-Balance Sheet Arrangements As part of the TFI Acquisition, the Group has become a long-term licensee for all TOM FORD men’s and women’s fashion as well as accessories and underwear, fine jewelry, childrenswear, textile, and home design products for 20 years with an automatic renewal for one additional 10 year period subject to certain minimum performance conditions (TFF License). As part of the TFF License, the Group is required to pay minimum annual guaranteed royalties for the first 10 years of the TFF License, the remaining amount of which amounted to an aggregate of $173.4 million (€147.6 million) (undiscounted) at December 31, 2025. For the remaining term of the TFF License the minimum annual guaranteed royalties to be paid by the Group will be calculated based on a percentage of the net sales of the preceding annual period. The TFF License also requires the Group to make minimum investments for marketing activities as a percentage of net sales of the licensed products as per customary market practices. For additional information relating to the TFI Acquisition and the TFF License, see Note 39 — Business combinations within the Consolidated Financial Statements included elsewhere within this annual report on Form 20-F. Recent Developments See Note 40 — Subsequent events to the Consolidated Financial Statements included elsewhere in this annual report on Form 20-F. C. Research and Development, Patents and Licenses Please refer to “Item 4.B—Business Overview—Research and Development.” D. Trend Information Please refer to “Item 5.A—Operating Results—Trends, Uncertainties and Opportunities.” E. Critical Accounting Estimates 86 Please refer to Note 4 — Key sources of estimation uncertainty, use of estimates and critical accounting judgments—Use of estimates to the Consolidated Financial Statements included elsewhere in this document for information relating to the critical accounting estimates applicable to the Group. 87 Non-IFRS Financial Measures The Group’s management monitors and evaluates operating and financial performance using several non-IFRS financial measures including: adjusted earnings before interest and taxes (“Adjusted EBIT”), Adjusted EBIT Margin, adjusted earnings before interest, taxes, depreciation and amortization (“Adjusted EBITDA”), Adjusted Profit, Adjusted Basic Earnings per Share and Adjusted Diluted Earnings per Share, Net Financial Indebtedness/(Cash Surplus), Trade Working Capital, Free Cash Flow, revenues on a constant currency basis (Constant Currency) and revenues on an organic growth basis (Organic or Organic Growth). The Group’s management believes that these non-IFRS financial measures provide useful and relevant information regarding the Group’s financial performance and financial condition, and improve the ability of management and investors to assess and compare the financial performance and financial position of the Group with those of other companies. They also provide comparable measures that facilitate management’s ability to identify operational trends, as well as make decisions regarding future spending, resource allocations and other strategic and operational decisions. While similar measures are widely used in the industry in which the Group operates, the financial measures that the Group uses may not be comparable to other similarly named measures used by other companies nor are they intended to be substitutes for measures of financial performance or financial position as prepared in accordance with IFRS Accounting Standards. A definition, explanation of relevance and a reconciliation of each non-IFRS financial measure to the most directly comparable measure calculated and presented in accordance with IFRS Accounting Standards are set out below. Adjusted EBIT and Adjusted EBIT Margin Adjusted EBIT is defined as profit or loss before income taxes plus financial income, financial expenses, foreign exchange gains and losses, and the result from investments accounted for using the equity method, adjusted for income and costs which are significant in nature and that management considers not reflective of underlying operating activities, including, for one or all of the periods presented and as further described below, net impairment of leased and owned stores, severance indemnities and provisions for severance expenses, legal costs for trademark dispute, transaction costs related to acquisitions, costs related to the Business Combination, special donations for social responsibility and net income related to lease agreements. Adjusted EBIT Margin is defined as Adjusted EBIT divided by revenues of the applicable period. The Group’s management uses Adjusted EBIT and Adjusted EBIT Margin for internal reporting to assess performance and as part of the forecasting, budgeting and decision-making processes as they provide additional transparency regarding the Group’s underlying operating performance. The Group’s management believes these non-IFRS financial measures are useful because they exclude items that management believes are not indicative of the Group’s underlying operating performance and allow management to view operating trends, perform analytical comparisons and benchmark performance between periods and among segments. The Group’s management also believes that Adjusted EBIT and Adjusted EBIT Margin are useful for investors and analysts to better understand how management assesses the Group’s underlying operating performance on a consistent basis and to compare the Group’s performance with that of other companies. Accordingly, management believes that Adjusted EBIT and Adjusted EBIT Margin provide useful information to third party stakeholders in understanding and evaluating the Group’s operating results. 88 The following table presents a reconciliation of Profit to Adjusted EBIT and the calculation of the Profit Margin and the Adjusted EBIT Margin for the years ended December 31, 2025, 2024 and 2023. For the years ended December 31, (€ thousands, except percentages) 2025 2024 2023 Profit 109,487 90,861 135,661 Income taxes 30,555 39,747 33,433 Financial income (41,509) (26,028) (37,282) Financial expenses 50,471 51,995 68,121 Foreign exchange (gains)/losses (9,000) 11,338 5,262 Result from investments accounted for using the equity method (524) (1,061) 2,953 Operating profit 139,480 166,852 208,148 Adjustments: Net impairment of leased and owned stores (1) 15,039 11,196 1,782 Severance indemnities and provisions for severance expenses (2) 7,999 4,878 4,002 Legal costs for trademark dispute (3) 442 1,061 2,168 Transaction costs related to acquisitions (4) — 33 6,001 Costs related to the Business Combination (5) — — 2,140 Special donations for social responsibility (6) — — 100 Net income related to lease agreements (7) — — (4,129) Adjusted EBIT 162,960 184,020 220,212 Revenues 1,916,947 1,946,647 1,904,549 Profit Margin (Profit / Revenues) 5.7 % 4.7 % 7.1 % Adjusted EBIT Margin (Adjusted EBIT / Revenues) 8.5 % 9.5 % 11.6 % ______________________ (1)Relates to net impairment of leased and owned stores for 2025, 2024, 2023 includes: For the years ended December 31, (€ thousands) 2025 2024 2023 Right-of-use assets 9,941 7,905 832 Property, plant and equipment 5,026 3,233 915 Intangible assets 72 58 35 Total net impairment of leased and owned stores 15,039 11,196 1,782 (2)Relates to severance indemnities of €7,999 thousand, €4,878 thousand and €4,002 thousand in 2025, 2024 and 2023, respectively. (3)Relates to legal costs of €442 thousand, €1,061 thousand (net of reimbursements) and €2,168 thousand in 2025, 2024 and 2023 respectively, in connection with a legal dispute between Adidas AG and Thom Browne, primarily in relation to the use of trademarks. (4)Relates to transaction costs of €33 thousand and €6,001 thousand in 2024 and 2023, respectively, primarily for consultancy and legal fees related to the Group’s acquisition of the ZEGNA business in South Korea (2024 and 2023), the acquisition of the Thom Browne business in South Korea (2023), the TFI Acquisition (2023) and the acquisition of a 25% interest in Norda Run (2023). (5)Costs related to the Business Combination of €2,140 thousand in 2023, relate to the grant of equity awards to management in 2021 with vesting subject to the public listing of the Company’s shares and certain other performance and/or service conditions. (6)Relates to donations to support initiatives related to humanitarian emergencies in Turkey in 2023 (€100 thousand). (7)Net income related to lease agreements of €4,129 thousand in 2023 relates to the derecognition of lease liabilities following a change in terms of a lease agreement in Hong Kong. Adjusted EBITDA Adjusted EBITDA is defined as profit or loss before income taxes plus financial income, financial expenses, foreign exchange gains and losses, depreciation, amortization and impairment of assets, and the result from investments accounted for using the equity method, adjusted for income and costs which are significant in nature and that management considers not 89 reflective of underlying operating activities, including, for one or all of the periods presented and as further described below, severance indemnities and provisions for severance expenses, legal costs for trademark dispute, transaction costs related to acquisitions, costs related to the Business Combination, special donations for social responsibility and net income related to lease agreements. The Group’s management uses Adjusted EBITDA to understand and evaluate the Group’s underlying operating performance. The Group’s management believes this non-IFRS financial measure is useful because it excludes items that management believes are not indicative of the Group’s underlying operating performance and allows management to view operating trends, perform analytical comparisons and benchmark performance between periods. The Group’s management also believes that Adjusted EBITDA is useful for investors and analysts to better understand how management assesses the Group’s underlying operating performance on a consistent basis and to compare the Group’s performance with that of other companies. Accordingly, management believes that Adjusted EBITDA provides useful information to third party stakeholders in understanding and evaluating the Group’s operating result. The following table presents a reconciliation of Profit to Adjusted EBITDA for the years ended December 31, 2025, 2024 and 2023. For the years ended December 31, (€ thousands) 2025 2024 2023 Profit 109,487 90,861 135,661 Income taxes 30,555 39,747 33,433 Financial income (41,509) (26,028) (37,282) Financial expenses 50,471 51,995 68,121 Foreign exchange (gains)/losses (9,000) 11,338 5,262 Depreciation, amortization and impairment of assets 259,923 235,950 194,952 Result from investments accounted for using the equity method (524) (1,061) 2,953 Severance indemnities and provisions for severance expenses (1) 7,999 4,878 4,002 Legal costs for trademark dispute (2) 442 1,061 2,168 Transaction costs related to acquisitions (3) — 33 6,001 Costs related to the Business Combination (4) — — 2,140 Special donations for social responsibility (5) — — 100 Net income related to lease agreements (6) — — (4,129) Adjusted EBITDA 407,844 408,774 413,382 ______________________ (1)Relates to severance indemnities of €7,999 thousand, €4,878 thousand and €4,002 thousand in 2025, 2024 and 2023, respectively. (2)Relates to legal costs of €442 thousand, €1,061 thousand (net of reimbursements) and €2,168 thousand in 2025, 2024 and 2023 respectively, in connection with a legal dispute between Adidas AG and Thom Browne, primarily in relation to the use of trademarks. (3)Relates to transaction costs of €33 thousand and €6,001 thousand in 2024 and 2023, respectively, primarily for consultancy and legal fees related to the Group’s acquisition of the ZEGNA business in South Korea (2024 and 2023), the acquisition of the Thom Browne business in South Korea (2023), the TFI Acquisition (2023) and the acquisition of a 25% interest in Norda Run (2023). (4)Costs related to the Business Combination of €2,140 thousand in 2023, relate to the grant of equity awards to management in 2021 with vesting subject to the public listing of the Company’s shares and certain other performance and/or service conditions. (5)Relates to donations to support initiatives related to humanitarian emergencies in Turkey in 2023 (€100 thousand). (6)Net income related to lease agreements of €4,129 thousand in 2023 relates to the derecognition of lease liabilities following a change in terms of a lease agreement in Hong Kong. Adjusted Profit Adjusted Profit is defined as Profit adjusted for income and costs (net of related tax effects) which are significant in nature and that management considers not reflective of underlying activities, including, for one or all of the periods presented and as further described below, net impairment of leased and owned stores, severance indemnities and provisions for 90 severance expenses, legal costs for trademark dispute, transaction costs related to acquisitions, costs related to the Business Combination, special donations for social responsibility, net income related to lease agreements and a gain on disposal of investment, as well as the tax effects of the adjusting items. The Group’s management uses Adjusted Profit to understand and evaluate the Group’s underlying performance. The Group’s management believes this non-IFRS financial measure is useful because it excludes items that management believes are not indicative of the Group’s underlying performance and allows management to view performance trends, perform analytical comparisons and benchmark performance between periods. The Group’s management also believes that Adjusted Profit is useful for investors and analysts to better understand how management assesses the Group’s underlying performance on a consistent basis and to compare the Group’s performance with that of other companies. Accordingly, management believes that Adjusted Profit provides useful information to third party stakeholders in understanding and evaluating the Group’s results. The following table presents a reconciliation of Profit to Adjusted Profit for the years ended December 31, 2025, 2024 and 2023. For the years ended December 31, (€ thousands) 2025 2024 2023 Profit 109,487 90,861 135,661 Net impairment of leased and owned stores (1) 15,039 11,196 1,782 Severance indemnities and provisions for severance expenses (2) 7,999 4,878 4,002 Legal costs for trademark dispute (3) 442 1,061 2,168 Transaction costs related to acquisitions (4) — 33 6,001 Costs related to the Business Combination (5) — — 2,140 Special donations for social responsibility (6) — — 100 Net income related to lease agreements (7) — — (4,129) Gain on disposal of investment (8) — (7,582) — Tax effects on adjusting items (9) (3,325) (2,671) (2,490) Adjusted Profit 129,642 97,776 145,235 ______________________ (1)Relates to net impairment of leased and owned stores for 2025, 2024, 2023 includes: For the years ended December 31, (€ thousands) 2025 2024 2023 Right-of-use assets 9,941 7,905 832 Property, plant and equipment 5,026 3,233 915 Intangible assets 72 58 35 Total net impairment of leased and owned stores 15,039 11,196 1,782 (2)Relates to severance indemnities of €7,999 thousand, €4,878 thousand and €4,002 thousand in 2025, 2024 and 2023, respectively. (3)Relates to legal costs of €442 thousand, €1,061 thousand (net of reimbursements) and €2,168 thousand in 2025, 2024 and 2023, respectively, in connection with a legal dispute between Adidas AG and Thom Browne, primarily in relation to the use of trademarks. (4)Relates to transaction costs of €33 thousand and €6,001 thousand in 2024 and 2023, respectively, primarily for consultancy and legal fees related to the Group’s acquisition of the ZEGNA business in South Korea (2024 and 2023), the acquisition of the Thom Browne business in South Korea (2023), the TFI Acquisition (2023) and the acquisition of a 25% interest in Norda Run (2023). (5)Costs related to the Business Combination of €2,140 thousand in 2023, relate to the grant of equity awards to management in 2021 with vesting subject to the public listing of the Company’s shares and certain other performance and/or service conditions. (6)Relates to donations to support initiatives related to humanitarian emergencies in Turkey in 2023 (€100 thousand). (7)Net income related to lease agreements of in 2023 of €4,129 thousand relates to the derecognition of lease liabilities following a change in terms of a lease agreement in Hong Kong. (8)Relates to a gain of €7,582 thousand from the disposal of a 45% interest in Sharmoon.EZ.Garments Co. Ltd, which was previously fully impaired by the Group due to a dispute with the other shareholder. 91 (9)Includes the tax effects of the aforementioned adjustments, calculated as the current and deferred tax effects of pre-tax items excluded from Adjusted Profit using the statutory tax rates related to the jurisdiction that was impacted by the adjustment, after considering if such items are deductible or taxable, the impact of any temporary differences and the ultimate recoverability of deferred tax assets, if applicable. Adjusted Basic Earnings per Share and Adjusted Diluted Earnings per Share Adjusted Basic Earnings per Share and Adjusted Diluted Earnings per Share are defined as basic earnings per share and diluted earnings per share adjusted for income and costs (net of related tax effects) which are significant in nature and that management considers not reflective of underlying activities, including, for one or all of the periods presented and as further described below, net impairment of leased and owned stores, severance indemnities and provisions for severance expenses, legal costs for trademark dispute, transaction costs related to acquisitions, costs related to the Business Combination, special donations for social responsibility, net income related to lease agreements and a gain on disposal of investment, as well as the tax effects of the adjusting items and excluding the impact of non-controlling interests on the adjusting items. The Group’s management uses Adjusted Basic Earnings per Share and Adjusted Diluted Earnings per Share to understand and evaluate the Group’s underlying performance. The Group’s management believes this non-IFRS financial measure is useful because it excludes items that it does not believe are indicative of its underlying performance and allows it to view operating trends, perform analytical comparisons and benchmark performance between periods. Accordingly, management believes that Adjusted Basic and Diluted Earnings per Share provides useful information to third party stakeholders in understanding and evaluating the Group’s results. The following table presents a reconciliation of Profit to Adjusted Basic Earnings per Share and Adjusted Diluted Earnings per Share for the years ended December 31, 2025, 2024 and 2023. For the years ended December 31, (€ thousands, except per share data) 2025 2024 2023 Profit 109,487 90,861 135,661 Net impairment of leased and owned stores (1) 15,039 11,196 1,782 Severance indemnities and provisions for severance expenses (2) 7,999 4,878 4,002 Legal costs for trademark dispute (3) 442 1,061 2,168 Transaction costs related to acquisitions (4) — 33 6,001 Costs related to the Business Combination (5) — — 2,140 Special donations for social responsibility (6) — — 100 Net income related to lease agreements (7) — — (4,129) Gain on disposal of investment (8) — (7,582) — Tax effects on adjusting items (9) (3,325) (2,671) (2,490) Adjusted Profit 129,642 97,776 145,235 Impact of non-controlling interests (10) 11,166 14,199 14,327 Adjusted Profit attributable to shareholders of the Parent Company 118,476 83,577 130,908 Weighted average number of shares for basic earnings per share 259,598,645 251,531,105 247,015,882 Basic earnings per share in € 0.38 0.31 0.49 Adjusted Basic Earnings per Share in € 0.46 0.33 0.53 Weighted average number of shares for diluted earnings per share 261,471,986 254,239,096 252,363,769 Diluted earnings per share in € 0.38 0.30 0.48 Adjusted Diluted Earnings per Share in € 0.45 0.33 0.52 92 ______________________ (1)Relates to net impairment of leased and owned stores for 2025, 2024, 2023 includes For the years ended December 31, (€ thousands) 2025 2024 2023 Right-of-use assets 9,941 7,905 832 Property, plant and equipment 5,026 3,233 915 Intangible assets 72 58 35 Total net impairment of leased and owned stores 15,039 11,196 1,782 (2)Relates to severance indemnities of €7,999 thousand, €4,878 thousand and €4,002 thousand in 2025, 2024 and 2023, respectively. (3)Relates to legal costs of €442 thousand, €1,061 thousand and €2,168 thousand in 2025, 2024 and 2023 respectively, in connection with a legal dispute between adidas and Thom Browne, primarily in relation to the use of trademarks. (4)Relates to transaction costs of €33 thousand and €6,001 thousand in 2024 and 2023, respectively, primarily for consultancy and legal fees related to the Group’s acquisition of the ZEGNA business in South Korea (2024 and 2023), the TFI Acquisition (2023) and the acquisition of a 25% interest in Norda Run (2023). (5)Costs related to the Business Combination of €2,140 thousand in 2023, relate to the grant of equity awards to management in 2021 with vesting subject to the public listing of the Company’s shares and certain other performance and/or service conditions. (6)Relates to donations to support initiatives related to humanitarian emergencies in Turkey in 2023 (€100 thousand); (7)Net income related to lease agreements of in 2023 of €4,129 thousand relates to the derecognition of lease liabilities following a change in terms of a lease agreement in Hong Kong. (8)Relates to a gain of €7,582 thousand from the disposal of a 45% interest in Sharmoon.EZ.Garments Co. Ltd, which was previously fully impaired by the Group due to a dispute with the other shareholder. (9)Includes the tax effects of the aforementioned adjustments, calculated as the current and deferred tax effects of pre-tax items excluded from Adjusted Basic Earnings per Share and Adjusted Diluted Earnings per Share using the statutory tax rates related to the jurisdiction that was impacted by the adjustment, after considering if such items are deductible or taxable, the impact of any temporary differences and the ultimate recoverability of deferred tax assets, if applicable. (10)Represents the Profit attributable to non-controlling interests plus the impact of non-controlling interests on the adjusting items. Net Financial Indebtedness/(Cash Surplus) Net Financial Indebtedness/(Cash Surplus) is defined as the sum of financial borrowings (current and non-current) and derivative financial instrument liabilities, net of cash and cash equivalents, derivative financial instrument assets and securities (recorded within other current financial assets in the consolidated statement of financial position). The Group’s management believes that Net Financial Indebtedness/(Cash Surplus) is useful to monitor the level of net liquidity and financial resources available to the Group. The Group’s management believes this non-IFRS financial measure aids management, investors and analysts to analyze the Group’s financial position and financial resources available, and to compare the Group’s financial position and financial resources available with that of other companies. 93 The following table sets forth the calculation of Net Financial Indebtedness/(Cash Surplus) at December 31, 2025 and 2024. At December 31, (€ thousands) 2025 2024 Non-current borrowings 162,123 196,401 Current borrowings 84,066 177,166 Derivative financial instruments — Liabilities 4,576 15,138 Total borrowings and derivative financial instruments 250,765 388,705 Cash and cash equivalents (220,121) (219,130) Derivative financial instruments — Assets (7,055) (1,711) Other current financial assets (Securities) (75,682) (73,639) Total cash and cash equivalents, derivatives financial instruments and other current financial assets (Securities) (302,858) (294,480) Net Financial Indebtedness/(Cash Surplus) (52,093) 94,225 For additional details relating to Net Financial Indebtedness/(Cash Surplus) see “Liquidity and Capital Resources—Net Financial Indebtedness/(Cash Surplus).” Trade Working Capital Trade Working Capital is defined as current assets less current liabilities adjusted for derivative assets and liabilities, tax receivables and liabilities, cash and cash equivalents, borrowings, lease liabilities, and certain other current assets and liabilities. The Group’s management uses Trade Working Capital to understand and evaluate the Group’s liquidity generation/absorption. The Group’s management believes this non-IFRS financial measure is important supplemental information for investors in evaluating liquidity in that it provides insight into the availability of net current resources to fund our ongoing operations. Trade Working Capital is a measure used by management in internal evaluations of cash availability and operational performance. The following table presents the calculation of Trade Working Capital at December 31, 2025 and 2024. At December 31, (€ thousands) 2025 2024 Current assets 1,190,213 1,206,162 Current liabilities (750,392) (852,885) Working capital 439,821 353,277 Less: Derivative financial instruments - Assets 7,055 1,711 Tax receivables 33,142 32,505 Other current financial assets 77,432 77,269 Other current assets 118,473 105,742 Cash and cash equivalents 220,121 219,130 Current borrowings (84,066) (177,166) Current lease liabilities (140,937) (142,957) Derivative financial instruments - Liabilities (4,576) (15,138) Current provisions for risks and charges (23,098) (16,792) Tax liabilities (26,762) (32,389) Other current liabilities (144,708) (158,672) Trade Working Capital 407,745 460,034 of which trade receivables 227,087 248,790 of which inventories 506,903 521,015 of which trade payables and customer advances (326,245) (309,771) 94 Trade Working Capital decreased by €52,289 thousand to €407,745 thousand at December 31, 2025 compared to €460,034 thousand at December 31, 2024, driven by lower trade receivables of €21,703 thousand, lower inventories of €14,112 thousand and higher trade payables and customer advances of €16,474 thousand. The increase in trade payables and customer advances was primarily attributable to higher advances received from retail customers and the timing of supplier payments. The decrease in trade receivables was primarily attributable to foreign currency impact, as well as an increase in the loss allowance, while the decrease in inventories was also primarily attributable to foreign currency impact, as well as by lower finished goods primarily reflecting management’s actions to optimize inventory levels across all brands, partially offset by higher purchases of premium raw materials and accessories with higher unit costs. Free Cash Flow Free Cash Flow is defined as net cash flows from operating activities less payments for property, plant and equipment (net of proceeds from disposals), intangible assets, right-of-use assets and lease liabilities. The Group’s management believes that Free Cash Flow is a useful metric for management, investors and analysts to assess the Group’s ability to generate cash, including in comparison to other companies. Free Cash Flow should not be considered representative of residual cash flows available for discretionary purposes. The following table presents the Free Cash Flow for the years ended December 31, 2025, 2024 and 2023: For the years ended December 31, (€ thousands) 2025 2024 2023 Net cash flows from operating activities 335,559 279,129 275,382 Payments for property, plant and equipment (80,504) (100,104) (57,034) Payments for intangible assets (22,392) (25,425) (20,843) Payments for right-of-use assets (2,917) — — Payments of lease liabilities (147,671) (143,549) (125,732) Free Cash Flow 82,075 10,051 71,773 For an explanation of the drivers in Free Cash Flow, see “Liquidity and Capital Resources—Cash Flows” above. Revenues on a constant currency basis (Constant Currency) In addition to presenting our revenues on a current currency basis, we also present certain revenue information on a constant currency basis (Constant Currency), which excludes the effects of foreign currency translation from our subsidiaries with functional currencies different from the Euro. We calculate Constant Currency revenues by applying the current period average foreign currency exchange rates to translate prior period revenues of foreign subsidiaries expressed in local functional currencies different than the Euro. We use revenues on a Constant Currency basis to analyze how our underlying revenues have changed between periods independent of the effects of foreign currency translation. Revenues on a Constant Currency basis are not a substitute for revenues on a current currency basis or any IFRS-related measures, however we believe that revenues excluding the impact of foreign currency translation provide additional useful information to management and to investors in analyzing and evaluating our revenues and operating performance. Revenues on an organic growth basis (Organic or Organic Growth) In addition to presenting our revenues on a current currency basis, we also present certain revenue information on an organic growth basis (Organic or Organic Growth). Organic Growth is calculated as the change in revenues from period to period, excluding the effects of (a) foreign exchange, (b) acquisitions and disposals and (c) changes in license agreements where the Group operates as a licensee. In calculating Organic performance, the following adjustments are made to revenues: 95 (a)Foreign exchange – Current period average foreign currency exchange rates are used to translate prior period revenues of foreign subsidiaries expressed in local functional currencies different than the Euro. (b)Acquisitions and disposals – Revenues generated by businesses and operations acquired in the current year are excluded. Revenues generated by businesses and operations acquired in the prior year are excluded from the current year for the same period that corresponds to the pre-acquisition period in the prior year. Additionally, where a business or operation was a customer prior to an acquisition, the related pre-acquisition revenues are excluded from the current and prior periods. Revenues generated by businesses and operations disposed of in the current year or prior year are excluded from both periods as applicable. (c)Changes in license agreements where the Group operates as a licensee – Revenues generated from license agreements where the Group operates as a licensee that are new or terminated in the current year or prior year are excluded from both periods (except if the effects are already included in acquisitions and disposals). Additionally, revenues generated from license agreements where the Group operates as a licensee that experienced a structural change in the scope or perimeter in the current year or prior year are excluded from both periods, including changes to product categories, distribution channels or geographies of the underlying license agreements. We believe the presentation of revenues on an Organic basis is useful to better understand and analyze the underlying change in the Group’s revenues from period to period on a consistent perimeter and constant currency basis. Revenues on an Organic basis are not a substitute for revenues on a current currency basis or any IFRS-related measures, however we believe that revenues excluding the effects of (a) foreign exchange, (b) acquisitions and disposals and (c) changes in license agreements where the Group operates as a licensee provide additional useful information to management and to investors in analyzing and evaluating our revenues and operating performance. The tables below show a reconciliation of reported revenue performance to Constant Currency, excluding the effects of foreign exchange, and to Organic performance, which excludes also acquisitions and disposals and changes in license agreements where the Group operates as a licensee, by segment, by brand and product line, by distribution channel and by geographic area for the year ended December 31, 2025 compared to the year ended December 31, 2024 (FY 2025 vs FY 2024) and for the year ended December 31, 2024 compared to the year ended December 31, 2023 (FY 2024 vs FY 2023). 96 Segment FY 2025 vs FY 2024 Revenues Growth less Foreign exchange Constant Currency less Acquisitions and disposals less Changes in license agreements where the Group operates as a licensee Organic Zegna 1.1 % (2.7 %) 3.8 % 0.1 % — % 3.7 % Thom Browne (14.6 %) (2.5 %) (12.1 %) — % — % (12.1 %) Tom Ford Fashion 0.8 % (2.3 %) 3.1 % — % — % 3.1 % Total (1.5 %) (2.6 %) 1.1 % — % — % 1.1 % FY 2024 vs FY 2023 Revenues Growth less Foreign exchange Constant Currency less Acquisitions and disposals less Changes in license agreements where the Group operates as a licensee Organic Zegna 2.0 % (1.4 %) 3.4 % 0.7 % 0.2 % 2.5 % Thom Browne (17.2 %) (0.8 %) (16.4 %) 4.4 % — % (20.8 %) Tom Ford Fashion 33.5 % (0.8 %) 34.3 % 35.0 % — % (0.7%) Total 2.2 % (1.2 %) 3.4 % 5.7 % (0.4 %) (1.9 %) Brand and product line FY 2025 vs FY 2024 Revenues Growth less Foreign exchange Constant Currency less Acquisitions and disposals less Changes in license agreements where the Group operates as a licensee Organic ZEGNA brand 1.5 % (3.2 %) 4.7 % — % — % 4.7 % Thom Browne (14.7 %) (2.5 %) (12.2 %) — % — % (12.2 %) TOM FORD FASHION 0.8 % (2.3 %) 3.1 % — % — % 3.1 % Textile (2.8 %) 0.3 % (3.1 %) — % — % (3.1 %) Other (1) 0.4 % (0.4 %) 0.8 % — % — % 0.8 % Total (1.5 %) (2.6 %) 1.1 % — % — % 1.1 % 97 FY 2024 vs FY 2023 Revenues Growth less Foreign exchange Constant Currency less Acquisitions and disposals less Changes in license agreements where the Group operates as a licensee Organic ZEGNA brand 4.9 % (1.5 %) 6.4 % 0.9 % — % 5.5 % Thom Browne (16.8 %) (0.8 %) (16.0 %) 4.5 % — % (20.5 %) TOM FORD FASHION 33.5 % (0.8 %) 34.3 % 35.0 % — % (0.7 %) Textile (8.5 %) (1.0 %) (7.5 %) — % — % (7.5 %) Other (1) (48.4 %) (0.2 %) (48.2 %) (0.1 %) (16.0 %) (32.1 %) Total 2.2 % (1.2 %) 3.4 % 5.7 % (0.4 %) (1.9 %) ______________________ (1) Other mainly includes revenues from agreements with third party brands. Distribution channel FY 2025 vs FY 2024 Revenues Growth less Foreign exchange Constant Currency less Acquisitions and disposals less Changes in license agreements where the Group operates as a licensee Organic Direct to Consumer (DTC) ZEGNA brand 4.1 % (3.4 %) 7.5 % 0.1 % — % 7.4 % Thom Browne 2.9 % (5.0 %) 7.9 % — % — % 7.9 % TOM FORD FASHION 5.9 % (3.9 %) 9.8 % — % — % 9.8 % Total Direct to Consumer (DTC) 4.2 % (3.7 %) 7.9 % — % — % 7.9 % Wholesale branded ZEGNA brand (14.5 %) (2.0 %) (12.5 %) — % — % (12.5 %) Thom Browne (40.2 %) (0.2 %) (40.0 %) — % — % (40.0 %) TOM FORD FASHION (8.2 %) 0.1 % (8.3 %) — % — % (8.3 %) Total Wholesale branded (20.9 %) (0.7 %) (20.2 %) — % — % (20.2 %) Textile (2.8 %) 0.3 % (3.1 %) — % — % (3.1 %) Other (1) 0.4 % (0.4 %) 0.8 % — % — % 0.8 % Total (1.5 %) (2.6 %) 1.1 % — % — % 1.1 % 98 FY 2024 vs FY 2023 Revenues Growth less Foreign exchange Constant Currency less Acquisitions and disposals less Changes in license agreements where the Group operates as a licensee Organic Direct to Consumer (DTC) ZEGNA brand 6.2 % (1.5 %) 7.7 % 1.6 % — % 6.1 % Thom Browne 1.4 % (2.2 %) 3.6 % 11.2 % — % (7.6 %) TOM FORD FASHION 47.0 % (1.2 %) 48.2 % 43.1 % — % 5.1 % Total Direct to Consumer (DTC) 9.9 % (1.6 %) 11.5 % 7.5 % — % 4.0 % Wholesale branded ZEGNA brand (2.9 %) (1.5 %) (1.4 %) (3.9 %) — % 2.5 % Thom Browne (34.0 %) — % (34.0 %) (1.4 %) — % (32.6 %) TOM FORD FASHION 15.1 % (0.2 %) 15.3 % 23.8 % — % (8.5 %) Total Wholesale branded (12.2 %) (0.5 %) (11.7 %) 3.3 % — % (15.0 %) Textile (8.5 %) (1.0 %) (7.5 %) — % — % (7.5 %) Other (1) (48.4 %) (0.2 %) (48.2 %) (0.1 %) (16.0 %) (32.1 %) Total 2.2 % (1.2 %) 3.4 % 5.7 % (0.4 %) (1.9 %) ______________________ (1) Other mainly includes revenues from agreements with third party brands. Geographic area FY 2025 vs FY 2024 Revenues Growth less Foreign exchange Constant Currency less Acquisitions and disposals less Changes in license agreements where the Group operates as a licensee Organic EMEA (1) 0.5 % (0.9 %) 1.4 % — % — % 1.4 % Americas (2) 7.9 % (4.1 %) 12.0 % — % — % 12.0 % Greater China Region (14.6 %) (2.7 %) (11.9 %) — % — % (11.9 %) Rest of APAC (3) (0.5 %) (4.3 %) 3.8 % — % — % 3.8 % Other (4) 30.2 % (1.0 %) 31.2 % — % — % 31.2 % Total (1.5 %) (2.6 %) 1.1 % — % — % 1.1 % 99 FY 2024 vs FY 2023 Revenues Growth less Foreign exchange Constant Currency less Acquisitions and disposals less Changes in license agreements where the Group operates as a licensee Organic EMEA (1) 3.3 % — % 3.3 % 3.4 % (0.5 %) 0.4 % Americas (2) 15.4 % (1.0 %) 16.4 % 10.3 % (0.7 %) 6.8 % Greater China Region (14.5 %) (1.5 %) (13.0 %) 0.7 % — % (13.7 %) Rest of APAC (3) 19.4 % (5.2 %) 24.6 % 18.1 % (0.4 %) 6.9 % Other (4) (20.8 %) — % (20.8 %) 4.9 % — % (25.7 %) Total 2.2 % (1.2 %) 3.4 % 5.7 % (0.4 %) (1.9 %) ______________________ (1)EMEA includes Europe, the Middle East and Africa. (2)Americas includes the United States of America, Canada, Mexico, Brazil and other Central and South American countries. (3)Rest of APAC includes Japan, South Korea, Singapore, Thailand, Malaysia, Vietnam, Indonesia, Philippines, Australia, New Zealand, India and other Southeast Asian countries. (4)Other revenues mainly include royalties. 100